When Life Gives You Lemons
by DodgeSuperBee
Summary: Pushed to the margins of vehicular society, barely getting by as a day laborer and living in a cheap apartment over a laundromat, Grem is drawn into Professor Zundapp's clandestine world of espionage.
1. Between a Rock and a Hard Place

When Life Gives You Lemons

Rating: T for violence, mild swearing, suggestive language, sensuality and bullying/emotional trauma.

Setting: Spanning a timeline from the 2005 racing season (shortly before the events of _Cars_) and running through 2011 (the events at the end of_ Cars 2)_

Summary: Pushed to the margins of vehicular society, barely getting by as a day laborer and living in a cheap apartment over a laundromat, Grem is drawn into Professor Zundapp's clandestine world of espionage.

Author's Note: This fanfiction predates the release of _Cars 2_, and creative license was taken with the central character of this fanfiction since little was known about him at the time, aside from a brief character description and an appearance in the trailer.

_Cars_ and all canon characters are the property of Disney-Pixar. Donna Pits is a minor canon character; she's one of the groupies in the Rust-Eze tent.

You are free to use any original characters from this fanfiction in your own work (fanfiction, art, etc.) if you'd like.

* * *

Grem thought he had heard it all, but cruelty knew no creative limits and every time he least expected it, someone would come up with a new insult to throw his way.

"Hey, I used to have a paint job just like that - until I got a _job!"_

"Tell me honestly, when was the last time you read the fine print on a tube of Rust-Eze?"

"A little fashion advice: pick one shade of primer and stick with it!"

And that was just during today's commute to work. It was nothing he wasn't used to, and depending on his mood at the time and the horsepower of the vehicle doing the taunting, he would either drive on in silence, roll his eyes or occasionally respond with an obscene gesture of his antenna. Today had definitely been a "drive on in silence" type of day, and when the Gremlin arrived at the day labor office, he was grateful when the heavy door slammed behind him, separating him from the grumpy and sleep-deprived morning commuters.

His eyes surveying the room as he wheeled over to his usual parking spot with a good view of the overhead television, the hatchback nodded silent greetings to several of his fellow laborers. Here were other vehicles he could respect; they were a hardworking lot who all shared the misfortune of being between permanent jobs, so the need for any income, no matter how far the work deviated from their usual routine, brought them here in the hopes of an honest day's labor and a daily paycheck.

This wasn't the life he'd had in mind when he'd graduated high school many years back, and Grem had always dreamed that he was destined for something far better than this, but as all his more powerful classmates had settled into the office and labor jobs of which they were so proud, the AMC's own work history had turned out as checkered as the average racing flag. For lack of any better options, he had followed his father into the family vending machine business, even reworking the machines to outsmart those who would steal by using coin slugs. There was only so much of a market to expand one's vending route, however, and the next few years had seen Grem, entirely self-taught, spattered with toner fluid and repairing copiers at local offices before that work, too, had dried up.

Now he'd been reduced to rousing himself at 5 a.m. to show up at the day labor office in the hopes of landing a job with a company that needed an extra set of tires to help out. Though he knew his ambitions soared far above reality, he still clung to hope that one of the company men would be so blown away by his performance that he'd hire him on the spot, and thus Grem was driven to outperform the regular employees he worked alongside on the conveyor belts at the auto parts factory, even skipping lunch on the sly to weigh and package more units. When he'd been called out to remediate a fire scene in a warehouse, he left his assigned area so pristine it was as though soot had never infiltrated that part of the building. And yet for all his efforts, he had only been rewarded with a thin paper check and a gruff "thank you," then the next day he would land somewhere new for an entirely different job.

His ruminations were interrupted by the dispatcher's nasally voice. "I need ten!" Gary called out, and the room fell silent. "Garbage duty with Western Sanitation, any takers?"

Grem instinctively put himself in reverse as the hefty pickups around him nearly drove over each other in an effort to reach the dispatch desk first. The workers took on a no-holds-barred attitude when it came to a call-out, even if it meant hefting putrefying bags of rubbish into the back of a garbage truck. He took a sip of the complimentary octane the office provided and bit into the foam cup anxiously before abandoning the overly strong and burnt-tasting beverage to join those campaigning for the job. It was at least worth a try, right?

Or it wasn't. The dispatcher gave him only the slightest apologetic nod before calling those on either side of him forward, leaving the Gremlin feeling as unwanted and awkward as he'd been back in high school gym class when he was chosen last for the team. Once the work crew had been sent out, Grem was compelled to take a more proactive approach.

"Hey, Gary," he greeted the Malibu behind the desk before dropping his voice to a barely audible tone. "I know it's been a slow couple of weeks here and you're just not getting the calls, but isn't there anything I can do? I've got to pay my rent by this Friday or I'm toast." He prodded a loose floor tile with one of his thin tires, awaiting an answer.

Gary frowned down at the list he'd been keeping, not wanting to look the hatchback in the eye. In truth, he admired his work ethic, but the employers had made very specific requests that he was obligated to follow if he wanted to keep on their good side. "Sorry, man, but it's the same thing every time." He dared to glance sympathetically at the small, dusty orange car before him. "They want trucks or at least muscle cars."

That was nothing new. "C'mon, isn't there anyone who can use an extra set of tires today? I'll make deliveries, I'll sweep floors, I'll-" The Gremlin was still enumerating the jobs he'd take on when the sedan put up a tire, silencing him as he answered the phone on his desk.

Muting the phone, Gary asked, "tree crew? They need two flaggers."

Grem's lips curled into a lopsided smile. "I'll take it," he said emphatically, noticing there were few workers left in the office.

"Two, you said? I can wave a mean flag!" cried out a familiar voice from behind him, one that made Grem break into a hesitant grin that revealed several missing teeth he had lost in scuffles with larger vehicles. Gary nodded at the white sedan behind the Gremlin and returned to his conversation with the tree crew manager.

_Donna._ Grem's engine threatened to skip a cycle just at the thought of her. Donna Pits had never treated him as anything less than an equal, nor did she have much leeway to do so considering her rusted and worn appearance, but to the Gremlin she was perfect, though also an enigma. He knew of no one else who worked day labor just enough days of the year to get by and devoted the rest of her time to volunteer work, and although she obviously had deep-seated convictions for doing so, Grem couldn't imagine how she could possibly be content. Donna spent most of her time back in the city welcoming imports who had just landed ashore and needed help finding their way around, and she protected them from those who might take advantage of someone not familiar with fast-paced urban living. This Grem could appreciate, as most of the time he felt like as much of an outsider as her immigrant friends, but he couldn't believe how she remained undeterred from her mission even as those around her put her down for her appearance. Not that she cared; Donna's unflagging self-esteem rivaled that of the mightiest monster truck, and it left him envious.

Beyond that, the AMC wasn't sure how he felt about her. It was undeniable that she made every effort to land jobs alongside him, and that his engine ran a little faster every time she crossed his path, but he didn't want to be another of her charity cases. _She feels sorry for me,_ he'd decided some time back, _and I don't need anyone's pity._ Grem had long fantasized of breaking out of the rut he'd been interminably stuck in, getting his frame straightened and repainted and then showing up to truly impress Donna, but deep down he knew that was unlikely to happen anytime soon, and so he kept "plugging away at it," as his roommate was fond of saying. He could handle the daily grind only by convincing himself that someday, something incredible was going to happen, and although he couldn't see anything incredible going down during his service with the tree crew, one could never tell.


	2. Grime

The reflective safety vest, designed as a one-size-fits-all garment, nonetheless scraped the ground below his doors once he'd shrugged into it. _I look ridiculous,_ the hatchback grumbled silently, standing on the pavement under a chilling drizzle.

As if reading Grem's thoughts, the logging truck tried to kid around with him. "You're already orange, is that vest even necessary?" His chuckle came out as a deep rumble that left his overhead bucket swaying.

"Real funny, Chipper. It's going to be a pleasure working with you." Grem found himself incredibly grateful moments later when the din of chainsaws and the wood chipper spared him from further conversation with the truck. He lost himself in the work, parked ahead of a curve in the winding road where Chipper and his crew toiled bringing down branches, motioning each group of passing cars to either wait or to drive through the single lane they'd created. Donna's voice periodically crackled through his two-way radio with the news that it was time to send his next group of vehicles along, and Grem tried to ignore the effect it had on him.

"Why is this road getting its branches trimmed?" he asked when they broke for lunch, sprawling out on the wet grass far from the roadside. Though the wood chipper had been shut off ten minutes ago, it was as though he could still hear its incessant roar. "I passed plenty of roads with overhanging branches worse than this on my way in to the office. Work is work, but hitting this road again seems to be a waste of our tax dollars, no?"

Donna stared at him incredulously, gesturing far down the pavement. "If you say so, but don't you know where this road _leads? _It's only to the largest racetrack in the entire state, and the biggest event in the entire region, the tri-state semifinals, is this weekend. All those haulers-dozens of them!-are going to need the extra clearance to make it to the track." She chewed on a bite of her sandwich, watching Grem's face for any sign of enthusiasm and finding none. "Don't you follow racing at _all?" _she finally asked, her voice full of awe.

Grem shook his cab disdainfully. "Nope. Can't be bothered. I gave up idolizing stuck-up race cars long ago."

Donna smirked at him. "Well, you won't enjoy the next few days then, because Chipper already told me he could use us for the rest of the week and you're going to see a lot of racers and their haulers go by during that time." She beamed. "How exciting is this, and to think we landed right in the middle of it! I guess I've never told you before, but I make it to the local races whenever I can get away from work long enough, and it's like a big party in the pits after every event. You should see the Rust-Eze guys; I think you'd actually like them. They put on a great show with lots of silly acts and jokes and then Lightning McQueen himself rolls onstage to say a few words."

Grem had to interrupt Donna's breathless account of the post-race festivities. "McQueen? You picked one hell of a guy for a hero. I don't follow celebrities, but I can tell when a guy's just in it for the money. He hates cars like us with a little bit of rust, and that cruddy product he shills for? It's snake oil. I rubbed that junk on my frame for months and look at me. Nothing." The AMC frowned, realizing he'd unintentionally revealed more than he'd meant to. He'd die before he let Donna know he was at all concerned with his appearance.

Sympathy flashed in the white sedan's eyes. "Aw, Grem, you look fine. Anyway, I'm going to try my best to charm some free pit passes off a hauler and if you can hold back your scorn for all things racing, maybe you'd care to join me Sunday?" While she bit her lip, acknowledging how many _if's_ her offer involved, Grem's engine skipped a cycle. _A date? She just asked me out?_

Maybe amazing things really could happen even on a day like this, he thought, as Donna playfully swiped off a wet leaf that was plastered to his door handle.

The first racing hauler arrived that very afternoon, several days before the main event so the racer inside could practice. Grem trembled despite himself as he stood in the center of the road with his flag, the semi's air brakes bringing him to a loud halt just a few feet from the AMC's front bumper.

"This is good enough, Rod, I can drive in from here." It took the hatchback a moment to realize he was hearing the voice over the semi's headset, which was turned up quite high. The hiss of hydraulics could be heard somewhere behind the truck as a hatch at the rear of the trailer opened, and a racecar, every inch of his vibrant green frame emblazoned with various sponsorship logos, pulled up alongside the truck and onto the shoulder of the road, where he proceeded to casually stretch his tires after the long time spent in the cramped trailer. The two cars regarded each other, the larger one practically daring the other to say something, before Grem cleared his throat.

"Er, you're sorta over the white line, mister. Might wanna move back onto the road before you get clobbered by a branch," he advised, trying to sound assertive. He was met by a blank stare that quickly turned to a sneer.

"Hey look, Rod, in all your years of hauling, have you ever seen a talking traffic cone before?" The racer clapped a tire to the pavement, his sleek frame shaking with laughter as he surveyed the flagger before him. "I haven't seen anyone of your model doing work like this in years, and now I'm starting to see why!" Though the racecar laughed at his twisted sense of humor, the long-suffering semi stood in silent disapproval of his employer's behavior, not wishing to risk his prestigious job.

Grem was helpless to stop the surge of anger that coursed through his frame at this latest insult, and he abandoned his attempts to stay professional. The rest of the crew was well beyond a bend in the road ahead, unaware of the confrontation taking place.

"That was uncalled for," the Gremlin warned, his voice surly and his frame shaking. "You've had your fun, now why don't you just park your pampered trunk back in your nice, air-conditioned trailer and drive on through so those of us who actually _work_ for a living can do our jobs. You stay on the side of the road like that and you might get your precious tires muddy." He thrust his flag forward, motioning the semi to move along, with or without his passenger.

The racer pulled back in surprise, not used to being patronized, let alone by someone in such a lowly profession. His wide, black grille twitched as he fixed the hatchback with a menacing glare.

_"I'll_ decide whose name is mud around here, Gremlin, or should I say, _Grime!" _He laughed evilly as he revved his engine and surged forward, splashing Grem thoroughly with a wall of filthy water from the puddles on the ground. Rod mouthed a silent apology and chugged ahead, though his actions went unnoticed. By the time the hatchback was done sputtering and wiping the grit off his windshield, his radio was already alive with Donna's excited voice.

"That was Chick Hicks!" she exclaimed. "You could've told me you were sending him through!"

"Yeah, we met," Grem hissed.

Donna gazed down at her radio, wondering why Grem held such contempt for racecars. Sure, Hicks wasn't known for being a nice guy, but he had fought his way up from a rough upbringing and that struck her as something the Gremlin should have been able to appreciate.

Meanwhile, Grem swore a blue streak as he wrung out his soaked safety vest, knowing he had no choice but to take this abuse. Sure, he could pursue the racecar and challenge him, but that would involve abandoning his post and losing the only work he'd had in a long time, and that wasn't something he could afford.

"Try not to let it get to you," a voice suddenly cut in, causing him to jump. "You called things as you saw them, and he couldn't handle it."

The AMC turned to face a subcompact car whose frame was as ungainly as his own, right down to the rusted roofrack. Though his two-tone body was squarish and outdated, the stranger's imposing voice had a certain authority to it that demanded respect. Grem recognized him as a Zundapp Janus, an extremely rare and legendary model.

"I wish you hadn't witnessed that," the hatchback admitted apologetically. The stranger squinted at him through a monocle he wore over his left eye, and Grem couldn't help but notice that the antiquated eyewear made him even more conspicuous.

"No matter. These racecars are all the same and they're not worth your time. You, of course, are destined for bigger and better things, so don't let him bring you down." Before the AMC could ask him what he meant, Donna called over the radio and Grem was forced to reluctantly flag the stranger ahead, but he found it hard to concentrate on his work for the remainder of his shift.

_I'm destined for "bigger and better things?" That's what I've always hoped, of course, but how could a complete stranger _know_ that?_

* * *

His apartment was a run-down little set of rooms perched above a laundromat in the front and a bowling alley in the back, so it was always ear-splittingly loud and stifingly hot, and the scent of detergent, which Grem had grown used to, hung heavily in the air. Returning home from work, he could hear the television as he made his way up the back ramp.

"Acer, what the hell did you do with our furniture?" he demanded of his roommate upon entering their very sparse living room. The TV now sat on a milk crate, and there were only dents in the carpet where the coffee table had been.

The green Pacer shrugged his fenders. "I didn't do nothin' with it, Grem, but I did stand by while the rental company took it back." He caught the Gremlin's doleful look. "Why the long face? We knew this was coming, we've been behind on the payments and it's not like we're having anyone over, anyway." He aimlessly plucked at the long yarns in the carpet, letting the multi-colored strands drop from between his treads.

Grem rose a little higher on his shocks. "Actually, I might be having a date over this weekend, for your information," he wailed, "and how am I going to impress her now with a bare living room?"

"The girl from the day labor place?" Acer asked eagerly, "You sly devil, you! So you finally asked her out." He snapped his treads together. "I've got it! She'll never notice the living room if you hustle her right past it to your bed-"

"Acer!" Grem reprimanded him sharply, glaring at his roommate. "Unlike you, I like getting to know someone before going there."

"You've known Donna for a few years now," countered Acer, returning his attention to some gadgets he was tinkering with on another milk crate. Sensing Grem wasn't in the mood to discuss his love life, the Pacer tossed him a small walkie-talkie radio. "Humor me a minute and help me test these, and lose that awful vest already."

Grem frowned down at the cheap plastic radio. "Aren't you getting a bit old for this spy stuff? Here we are, barely able to pay the rent if it weren't for me actually landing a job for the week, and you're ordering crap from the back pages of your magazines. I think there's a secret decoder toy that came in our breakfast cereal, if you want to add that to your arsenal." His roommate only rolled his eyes in response, used to the Gremlin's cantankerous nature. "Gimme that," Grem demanded, snatching the second radio from his friend's tire and examining it.

"Don't bust it!" Acer half-begged, seeing the Gremlin move into the kitchen and pick up the screwdriver that always seemed to be within easy reach on the table. He was met with an upheld tire as Grem pulled a two-way radio from the pocket of his safety vest.

"Buzz off, I'm not going to hurt your little toys, though they're junk and probably have a range of twenty feet. I snuck home the real thing from work and chances are good I can get these ones operating just as well." The Pacer watched his long-time friend, who was clearly in his element, as he removed the case from the professional radio and began studying its innards. No doubt Grem would accomplish just what he planned to do-he'd be insufferable to live with if he couldn't-but Acer knew from experience that he wouldn't want any distractions for the rest of the evening.

Two hours later, the Gremlin flipped up the magnifying lens off his windshield and rubbed his weary eyes with his antenna. "I'm starving. I don't imagine there's anything in the fridge?" Seeing his roommate shake his cab apologetically without taking his eyes off the television screen, Grem sighed and left the apartment, making his way across the gravel parking lot. Finding enough food to fuel one's tank was the toughest part of living as lean as he and Acer did, and since both their meager paychecks were reserved for the rent payment, dining options were slim. The pizza joint was still open so Grem didn't dare approach it, but his target one address down, a banquet facility that had just closed for the evening, promised to yield what he needed.

The hatchback's eyes scanned the area behind the building before he cautiously lifted the lid of the trash bin, and a few moments later saw him returning home, an aluminum tray with still-warm banquet food perched on his hood. The catering company seldom varied the menu for its frequent dinners, but Grem couldn't complain, and he had grown accustomed to their potatoes and bean salads.

"Wha-?" he sputtered, catching sight of another vehicle looming over him on the ramp leading back up to his apartment. The tray nearly slid off his hood as his tires came to an abrupt halt, and the stranger pulled forward into the dim light afforded by the overhead lamps, revealing he was none other than the Janus he'd encountered earlier that day.

_"You again!_ What, are you coming to repo the TV? I only owe one more payment on it, geez! Lemme go upstairs and I'll get the dough!" His panicked reaction was met with a roll of the Zundapp's eyes.

"Save yourself the effort, I'm not a repo man and I'm not here for your lousy Magnavox." The car met him with a furious glare from behind his monocle.

Grem's eyelid furrowed in suspicion. "Hold it, how did you know what brand of TV I own?"

"I know a lot of things about you, and seeing as I'm not here from the appliance store, I'm actually making you a proposal. I've been watching you a long time, Grem."

"Well, isn't that creepy of you," the Gremlin muttered, unnerved by this car who was clearly half-insane and yet already knew his name and had quite possibly been in his apartment as well. At least he hadn't been imagining things when he'd felt as though the Zundapp had read his mind earlier that afternoon. "I always wanted my own crazed stalker."

* * *

Author's Note: The name and personality of Rod, the htB hauler, are based on his profile at the Cars Drive In Gallery website.


	3. I Was a Teenage Lemon!

"So you're a professor. Do you teach classes at the community college or something?" Grem asked uneasily, eyeing his surroundings. They were holed up in the business suite of a local hotel that catered to conference attendees, though he was still amazed he had allowed the Janus to bring him here. Acer was back at the apartment, most likely eating his dinner alone in front of whatever insipid program happened to be on the television.

"My degrees and title _were_ earned in an academic setting, if you must know," came the sharp reply of the other car, who had earlier introduced himself as one Professor Zundapp. "However, it would be a dark day before I'd devote my life to standing behind a podium attempting to educate today's youth." He finished with a roll of his eyes, revealing how distasteful he found the mere thought.

"Sheesh, and I thought I had issues," muttered the Gremlin under his breath, only to be met with a withering look from the Professor, who had clearly heard him.

"I hardly brought you here to discuss my credentials, Grem. Let's start with yours. You have no degree to speak of under your fanbelt, but you most certainly possess no small amount of technical skills that borders upon, dare I say it, genius. You can repair broken machinery, but this apparently does not satisfy your need to learn more, and so you occupy your time improving upon existing technology."

_It's about time somebody noticed,_ Grem thought, glowing inwardly even as he reeled from the knowledge that this stranger was aware of things about him that he had no right to know. Not even Acer understood what drove him to tinker with and repair discarded electronics, though he tolerated his eccentric little hobby. Grem's pride got the better of him, and soon he had let down his guard and was speaking more openly.

"So you got me, I don't have a degree and I never crossed the stage in some dippy cap and gown to get my diploma, but if you think that kept me from getting an education, you're wrong. I learned what I wanted to know, one way or another. The state university taught most of its classes in four-hundred-space lecture halls where nobody noticed or cared if everybody was registered. I sat in on all kinds of classes, even read the assigned coursework and found a way to take the electronics lab." That part had been deviously simple; taking advantage of the anonymity such large classes offered, Grem had found a lazy student willing to pay him to stand in for himself in the lab element of the courses. It had worked out well, with Grem turning in easy "A's" for the slacker and both leaving the deal secretly thinking the other guy was a complete sucker. Sometimes he wondered if his partner in deception had ever found meaningful employment in his field or if he'd realized, all too late, that he'd foolishly wasted his chance at an education.

"Clever," the Professor said coolly, carefully keeping any hint of praise from his voice. This hatchback both amused and impressed him; upon arriving in the suite he had shown a healthy sense of paranoia and had made no excuses for thoroughly examining the room, even opening the closets and peering at the hotel's bland pastel paintings in their gilded frames as though they might be hiding a bug or a camera. With the proper encouragement to brag about his achievements, though, he had become less guarded, just as the Professor had expected.

"It's good to know you tried your best to make a go of things, and I must say, that answers the only remaining question I had about your past." Changing the subject abruptly, he asked, "Let's watch some old home movies, shall we? I predict they will be very revealing as to my 'ulterior motives,' as you referred to them on the way here."

_I don't like where this is going,_ thought Grem as he turned his attention to the hotel's computer, which occupied a desk in the corner. The Professor chuckled lightly at his assumption.

"I'd hardly trust my classified data to a public machine like that," he scoffed. "I prefer what is perhaps an under-appreciated and obsolete, but far more reliable, technology." He dragged a large hardshell case out from next to the bed, running a tire over the textured plastic before flipping open the metal clasps and revealing the machine inside. "The humble slide carousel projector," he announced grandly, pausing between each word for emphasis. "You were president of your high school A/V club, surely you can help set this up."

"Gah, you've got to stop doing that," Grem stammered, even as he obediently drove forward to load the tray of slides onto the antiquated machine, "but yeah, I was president three years running. That and being treasurer of the portable calculator and slide rule club earned me a lot of appreciation from the jocks and cheerleaders." His curiosity piqued, he instinctively set up the lightweight metal stand and unrolled the screen, the familiar smell of vinyl and mildew wafting through his grille as he did so.

"Funny. While we're dredging up the pain of the past, here's some Kodachrome to feast your eyes upon. I call this slideshow 'How I Spent My Summer Vacation,' and I apologize in advance for any wistful memories it might stir up." With a mere flick of his treads, the Professor had Grem turning off the lights, and the first frame came into focus. Zundapp's thin lips curled into a cruel smile as the Gremlin froze in his tracks upon recognizing the image as that of himself, half a lifetime ago.

"Ah, I knew you would be intrigued by this. You were kind of a cute kid, Grem, scrappy but ambitious. Fresh out of high school, the world hadn't had a chance to beat you down quite yet, though being unofficially voted 'least likely to succeed' by your graduating class must have smarted. Just look at your smile there; if I had to describe it I'd say it was a mix of trepidation and defiance. I'm sure you were called a smart-aleck to your face at least a few times." Professor Z relished Grem's confused reaction. No doubt the Gremlin was finding his description of his younger self startlingly accurate.

"Regardless, to the researchers that summer you were merely Participant 105. With your fellow graduates starting off on their fledgling careers, you were left feeling lost, teetering on the cusp of adulthood and yet never being taken seriously by those around you. When the opportunity arose to make more money than you'd ever had before simply by accepting an invitation to help test a new alternative fuel, you barely hesitated before diving in with all four tires. What did you have to lose, after all? At least for a few months, you were being paid better than most of your classmates were in their respectable jobs, you received all the fuel you needed at no cost, and you stayed at the research facility rent-free."

"It was almost like a fun summer away at camp," Grem said, his voice faraway and mysterious. "We got to race on the track and play sports." Closing his eyes, he could practically hear the notes of the songs that had played on the radio that summer as he and his newfound friends had run around on the spacious grounds of the research center, and he could nearly feel the sun warming his roof as another "camper" had tried, unsuccessfully, to teach him how to play guitar out on the lawn. The entire study group had been comprised of Pacer and Gremlin models like himself, and though he'd never been very coordinated or athletic, he'd found himself amazed to discover that sports could be fun when everyone was on nearly equal standing.

"You thought you'd buy some louvers for your back window with the cash, and your new look would finally win you the affection of a girl. Any girl." The Professor's smile widened as Grem grew increasingly unnerved right before his eyes.

The hatchback grimaced. "So I did, but the money ended up going toward my first rent deposit and I never got those louvers. I told myself they would've looked stupid, anyway."

"Heh, and you never got the girl, either." Professor Z phrased the statement more like a question.

"What's this got to do with the fuel experiment?" Grem demanded impatiently, refusing to answer and growing irritated at the Professor's endless attempts to pry into his life.

"Easy now," the Zundapp warned as he clicked the button in his tire and the carousel advanced, projecting another black-and-white image as familiar as the one preceding it. His tone now sympathetic, he announced, "Acer Dwayne Hatchlock, or Participant 106 to the research team. In retrospect, it was discovered that he was actually a year too young to give consent to participate in the project, but I imagine with the recruitment bonus you received, it wasn't so hard for you to help him lie about his age, now was it?"

Grem shifted his tires beneath his frame guiltily. "His home life wasn't so good, okay? He's always been like a kid brother to me and he needed out of that house he grew up in, and fast. Whatever you're getting at here, I didn't rope him into the study for any self-serving reasons."

"Of course you didn't," the Janus said soothingly, "and likewise, you were all like sons to me. I, too, was younger and optimistic, eager to be part of the research team that would clear a new form of fuel for safe use. We were determined we would solve the oil crisis, clear the air of smog and end the world's problems." He shook his cab despondently. "It hardly seems believable now, but just look at what we were trying to do." He clicked through several shots of the participants tearing over the grounds of the facility in a pickup game of football, interspersed with images of the fuel that had been dispensed at the sidelines of the game. Though it was hard to tear his attention away from the screen, Grem watched the Professor, who seemed to be grieving as he relived the past.

"You were one of the researchers?" he asked finally, and the Zundapp sighed heavily.

"I was," he responded, sounding weary. "I doubt you noticed me; as I recall we didn't interact much, but I watched from the sidelines as you and your friends ran your engines on that revolutionary new fuel, and I was the one who analyzed much of the data. Had I actually known what I was taking part in, I'd have never agreed to participate in what turned out to be the biggest violation of ethics in the entire history of clinical trials." Seeing the Gremlin's eyelid raise in suspicion, he knew he had lured him in. "My career took a divergent path after I learned what I'd been part of; I never could bring myself to return to figures and statistics and..." He paused for emphasis. "Deception. You are aware, of course, that the fuel eventually gained approval and is enjoying marvelous success under the brand name of Allinol. Its development team has garnered every award imaginable, but one doesn't hear much of the testing phase, and for good reason."

Professor Z slumped on his axles, his diminutive frame settling lower with creak of protest. His carefully choreographed act was working splendidly and the Gremlin was buying it wholesale. Sliding forward, the Zundapp tucked one of his thin tires under the other car's corroded front bumper, forcing Grem to look him in the eyes.

_Oh, yes, you will make a good assistant, the one I've waited for but have not yet found among those who work for me,_ he wanted to proclaim, but it was far too early for words like that. _This is only our second meeting and yet I can tell you trust me more than most anyone else in your life._

Instead, he said aloud, "I think I've kept you long enough. You are no doubt wondering what the purpose of tonight's presentation was, and I regret to say I cannot reveal all the details at this time. I can assure you, however, that this wasn't all some sales pitch for a class-action lawsuit against the Allinol corporation. Revenge is best served cold, and I have other plans in that regard, plans that don't involve the legal system." He leaned closer still, his oily breath in the Gremlin's face.

"You will return here tomorrow night," he ordered, "and you will bring Acer with you. Tell him whatever you must to get him to come along. If you persuaded him to join the fuel experiment, you _owe_ it to him." His eyes flashed threateningly, and Grem fought in vain to suppress a shudder that went through his frame. Cowering, the AMC backed out of the room, leaving a lot of unanswered questions behind him, as well as much fear that he'd unwittingly drawn his close friend into something highly deceptive and dangerous.


	4. Nothing to Lose

Professor Zundapp watched from behind the curtains as the Gremlin's taillights receded into the distance on the highway below, then he returned his attention to the slide carousel, projecting the image of the youthful AMC on the screen once again.

"You may have played hard to get, but that act did not serve you for long," he muttered, as though he was actually speaking to the other car. "Pure curiosity will bring you back here tomorrow." The Gremlin would certainly go home and fume about the invasion of his privacy, but ultimately he would have no choice but to return, bringing his roommate with him now that it had been strongly hinted he bore the burden of guilt for having enticed him to take part in the fuel experiment. Curiosity was a driving force with this one, and just as it had motivated him to resort to deception in acquiring the education his finances had denied him, it would now draw him back to discover exactly how the experiment might have been fraudulent. Despite Grem's suspicious and cynical nature, the Professor was hoping to make this a quick seduction so he could return to his usual manner of business, for he was needed back at his clandestine operations overseas. There was no rest for the wicked, as the saying went.

After his stint as a researcher had prematurely ended and he had gradually discovered that his true interests rested in the field of weapon design, Zundapp had returned to his native Germany, developing technical skills along the way and sinking evermore into illegitimate work. His sporadic return trips to the United States had been mostly for the purpose of gathering new recruits from the pool of former research participants; how fortunate that the Allinol development team had done the hard work for him and gathered such a large sample of like-model cars!

Growing more comfortable with his ability to recruit cars for his team with every attempt, he boasted a nearly perfect success rate and had streamlined the process until it was as though he was operating with the aid of a checklist. First he would thoroughly research his target's post-experiment life, finding it had been almost invariably lousy. It had been during this initial stage that he'd secretly watched the Gremlin reporting to the day labor office, doing menial work without any real zest, completely missing the cues from that female sedan who tagged along after him, and then returning home to his dreary little apartment and roommate. Finding the Pacer of equal interest, Zundapp had pursued him as well, and finally, after several days of covert observation, he'd slipped into their apartment and rifled through their few wordly possessions, discovering several key clues that had helped him present a false sense of familiarity tonight.

It had been a fortunate accident earlier today when he had witnessed that arrogant racecar harassing the AMC, and he'd lost no time in assuming the role of a sympathetic fellow outcast. By the time he had finally introduced himself and made his initial pitch, now playing the dual role of the guilt-stricken former researcher who only wished to make things right, the Janus had already developed a profile of his target: ambitious but unappreciated, restless, deeply angry at the world, lonely, suffering from extremely low self-esteem, and perhaps most telling of all, fiercely protective of his best friend.

Zundapp clicked onward to the photo of Acer. More robust than Grem, he, too, would prove valuable, both for his go-get-'em attitude and high energy level. The Pacer might actually work well both as an attack goon, for lack of a better job title, and as a tested partner for the Gremlin, who Zundapp had already determined would eventually make an excellent addition to his innermost circle of assistants.

"Winning _you_ over will be key to drawing _him_ in," the Professor addressed the image of Acer, though he was aware on some level that only the unbalanced talked to photographs as though they actually were the subjects they portrayed. Not that he cared; he happily straddled the fine line between misunderstood genius and complete insanity.

"And considering I already know both of your weaknesses, it's safe to say you'll be a two-for-one deal!"

* * *

Acer bit his lip, watching with little interest as the credits rolled on yet another television program before he finally returned to the kitchen to put away the trays of food, the entire time pushing aside unpleasant speculation on where his roommate might be. The leftovers had long since grown cold, their oily contents now grotesquely congealed. Several hours had passed since Grem had burst into the apartment looking like he'd witnessed something horrific, shoved their dinner onto the table and dashed to his bedroom, emerging with a tireiron that he concealed under his frame and departing without saying much other than not to wait up for him. He had obviously expected trouble, and while he had pulled stunts like this before, Acer could only hope he could take care of himself and hold his own, wherever he had gone.

Deciding to call it a night, the Pacer settled onto the thin foam mattress he used as a bed. He wanted to ask Grem exactly what he would have wanted him to do had he _not_ returned from his late night excursion, but his intensely private roommate would most likely refuse to answer, and he himself had little room to complain about one's comings and goings.

Ever since his early teens, Acer had been struck by a sense of wanderlust that had driven him to impulsively catch a ride with the next flatbed truck or train heading out of town. It had taken him a few years to learn that the results would be the same no matter where he wound up and that he was unlikely to fit in better anywhere else. The town he'd daydreamed about, where he'd be welcomed with open axles and not judged before others got to know him, turned out to be nonexistent and he eventually abandoned his efforts to find it. His father had dutifully tracked down his wayward son each time he'd run away, and although Acer could always count on catching it once he'd been dragged back home, looking back he had been relieved anyone cared enough to miss him.

He wasn't sure what time it was when a thud stirred him from a deep sleep, but Grem had evidently dragged himself in, and from his initial appearance, he hadn't had any more teeth knocked out this time. He was visibly shaken, however.

"Well?" inquired the Pacer expectantly, treading his way into the living room. Grem had yanked his high school yearbook off the shelf and was paging through it feverishly, swearing a blue streak under his breath. He tore a page clean in half in his intensity but continued as if he didn't care, and Acer winced, not used to seeing his roommate quite so focused that he would destroy his own property.

"The fuel experiment. It was years ago, but think hard. Did I ever mention my plans for what I was going to do with my cut of the pay?"

Blinking sleepily, Acer nodded, wondering what this could have to do with the Gremlin's earlier rush into the night. "Are you kidding? You talked about those stupid window louvers you wanted like they were going to change your life, and you had the page from the automotive catalog pinned up over your bunk. Anyone who would listen got to hear about those. Why are you asking?"

Ignoring his question, Grem pored over the captions in his yearbook. "Ha, just what I thought. It does say here that I was in the audio-visual club." He slid the damaged book back onto the shelf, then peered at the thin layer of dust in front of it, which had been slightly disturbed even before he'd touched anything. "He _was_ in here, I wasn't imagining it."

_"Who _was?"

"Someone you're going to meet tomorrow night," came Grem's curt reply. "Cancel any other plans you might have had. I'll tell you more later." His shocks protested meekly as he sank onto a braided rug on the other side of the room. He would hold true to his promise to tell Acer more about Zundapp in the morning, but first he needed to resolve his own indecision about him. What the microcar lacked in size and physical strength he more than made up for in his commanding presence and persuasiveness, and Grem despised the way he held such power over him, even during their brief encounter. It was as though his willpower faded the moment they met face-to-face.

Zundapp had admitted to stalking him and had even bragged about it, but the hatchback sensed his motive hadn't been to find anything he could use for blackmail. Though the Gremlin hadn't exactly avoided trouble, he had shown a decent propensity for not getting caught often, and he had a fairly clean record to show for it, aside from a few spots he'd just as soon forget. There had been some crucial moments in his life that the Zundapp had never mentioned, the type of stuff one couldn't peruse in a yearbook or observe in a research study, and this led Grem to gradually reconsider that he hadn't been under his watch as long as the Professor had initially led him to believe. Distrust of law enforcement aside, it hadn't occured to him to report the Janus for harassment because deep down, he was loathe to admit it but the other car had been the first to ever hint that he might see him as anything other than what the rest of the world did.

* * *

His rounded and glassy frame overbrimming with pure kinetic energy, Acer felt trapped in the hotel room as the Professor made some brief introductions and then lost no time in revealing what he already knew about him, just as Grem had warned him he would. The situation thoroughly unnerved him, but Grem had insisted that for all the bad vibes he'd gotten from the cold and calculating Janus, he still felt that he had something to offer them and they were on the verge of something enormous.

"Ah, we meet at last, Acer. You'll have to forgive my brash intrusion into your private life, but once you hear what I have to offer, perhaps you'll feel less violated." Bristling, the Pacer allowed one of his tires to drift toward the pipe he had concealed under his frame, only to catch a reproachful look from Grem, who shook his cab in reprimand.

"I understand you were recently fired from your assembly-line job at A-1 Trophies and Awards, just a few days out from your twentieth anniversary there," Zundapp sighed. "That's a true shame, though I imagine it must have been demoralizing stamping out all those inscriptions on those glittering trophies when everyone around you agreed you hardly lived up to the name your parents chose for you-" His words were cut off by a well-worn, off-brand tire thrust in front of his face, accompanied by a defiant rev from the Pacer.

"I'm _not_ going to play your little game of _This Is Your Life,"_ Acer hissed, wheeling sharply across the carpet to position himself between his roommate and the Professor. "Grem warned me you'd try to pull this stunt, so if you want my biography, you'll get it in _my_ words." When neither Grem nor the Zundapp made any move to stop him, he continued, a one-car show of defiance against someone he perceived as threatening and his roommate, who had seemingly been brainwashed.

"Yeah, I did get canned and it's not something I regret. Aggravated assault or whatever, my boss had it coming to him for a long time. I grabbed up a "Best of Show" trophy and planted it in his hood so deep you could read the inscription backwards in his sheet metal. You're right; it did cut into me over time, making all those trophies for winners when the boss and everyone else constantly reminded me of what a loser they felt I was." His voice quavering, Acer realized all too late that for all his preparation, he hadn't steeled himself against _this_. "Twenty years there for nothing. That's a lot of racing cups to bolt together, but one day it struck me that other cars spend their whole lives showing off just to win a chintzy plastic trophy perched on a little slab of marble, and that's even worse."

Clearing his throat, he grimaced. "So anyway, the only time I enjoyed the assembly line was when I was putting together participation awards, because that's about all I ever won as a kid. But that's all behind me now, and if you want to know anything else you'll have to ask."

The Janus blinked in surprise, then his lips curled into a devious smile. "That was nothing short of eloquent," he said, obvious approval in his voice. "You have a healthy sense of self-awareness other cars could only aspire to. Since Grem has already debriefed you on my intents, I can afford to be succinct. You have both been irreparably harmed by the Allinol test trials, though you must not hold your roommate accountable as he had no way of knowing at the time that you would get such a bad end of the deal. The ill effects were hardly immediate, or I would have forcefully shut down the experiment by any means possible, but from later research into the lives of those once involved, I can assure you that there were few happy endings from among your lot."

Acer swallowed hard, all thoughts of self-defense abandoned as the Zundapp gestured for the Gremlin to switch off the lights, and soon they were captivated by images of old friends on the projector.

"Tyler Trunklis. Fred Fisbowski. They are at least vaguely familiar, I presume?" When the two AMCs nodded, Professor Z moved in for the kill. "Both are representative of the damage wrought by the early formulation of Allinol. Premature rusting, sporadic engine failure, dry-rotted belts and hoses...I could go on-"

"Or I could," Grem cut in, his voice taking on a vicious edge. "Brake lines going out, electrical shorts, random oil leaks? You're telling me this is all from the Allinol, that I whored away my health, my whole life, for a few lousy bucks?" His engine growled angrily, for the news that he had been played for a fool did not sit well with him.

_You're too good to be true,_ Zundapp noted, nodding a silent confirmation. "I can only thank my lucky stars that I found you two in time. There are plenty of others from the experiment who ended their miserable lives early, never knowing the true cause of their anguish, and others I discovered already on the brink of doom, almost too far gone to save. If you require the facts and figures, I have sufficient documentation in my briefcase." He maliciously noted that Acer's chin was actually quivering as he stared down at the mix of corrosion and primer on his hood.

"You hardly have much going for you here, and I wish for you to join my organization. When our numbers are sufficient we will strike back at the Allinol corporation with a vengeance the world will never see coming, and you will be at the forefront. Alone, no one would ever believe you, but united, all will take notice," the Professor assured them, the corner of his mouth twitching in anticipation as the two cars in front of him seemed to be mulling over his offer. "Not that you need to make an immediate decision, for I do require a certain show of commitment before accepting you into my group.

I believe you plan to attend this weekend's race?" Zundapp slid three crisp paper tickets onto the slide projector case, watching Acer's eyes widen at the sight of their sheer worth. "Your lady friend works hard for a living, Grem, and I hate to see her throw away her earnings on such frivolity, so consider these your tickets to the Royal Ball."

He narrowed his eyes. "I have full confidence she'll obtain the pit passes she spoke of, and once you gain access to that area, you will bring me samples of every racing fuel you are capable of finding. Rumor has it that some of the teams have begun mixing small amounts of Allinol into their fuel to gain a competitive edge, and those crews are so focused on winning that they display absolute carelessness when it comes to guarding their most crucial property, the very gas that will propel their champions over the finish line." He withdrew a small satchel from his attache case and opened it, revealing a collection of syringes and test tubes, before entrusting it to Acer.

"You're just assuming we're going to agree to this?" Grem interjected, offended that the Janus could be so presumptuous. Next to him, however, the glass tubes rattled inside the satchel as Acer flexed his frame, clearly proud of the mission for which he had been chosen.

"C'mon, man, we could do this _in our sleep!" _the Pacer cried exuberantly, stomping a tire into the floor with an excited rev of his engine. Finding his enthusiasm infectious despite himself, the Gremlin shot Professor Z one last weary look.

"He's right, you know," the Janus reminded Grem, certain at last that the seduction was complete. "This should prove to be no challenge to you. At least give it a try, and if it doesn't work out you can return to your apartment, providing you don't wind up evicted, and you can resume waiting endlessly at that labor office for a job to open up. Who knows, maybe in another five years you might even persuade Donna to spend the night."

Grem glared at him, but once again the Professor had painted a strikingly accurate portrait of his future if he turned down the offer.

"What have I got to lose, anyway?" he asked, feeling more defeated than ever.


	5. Funky Fuel

_Author's Note: McQueen's not very nice in this chapter and even less so in the next one, but I tried to base his character off the way he was at the beginning of _Cars_ and no character bashing was intended._

* * *

"Oh, my virgin eyes!" Acer cried out in mock horror, driving in unexpectedly on Grem and Donna in his living room. "If you two need some privacy, next time at least hang the fuzzy dice on the door so I know not to open it!" The startled Gremlin rolled his eyes in response and grinned weakly at Donna, for they were merely parked in front of the television with at least a full car-width between them. To celebrate the midway point of their work week, he had invited her over after their shift ended, and he was just now letting down his guard after Donna had been more than gracious and withheld any disparaging comments about the condition of his living quarters. After the gravity of the meetings with Zundapp, he could at least enjoy a relaxed evening at home and pretend for one night that everything hadn't really crashed down around him.

"Looks like I have to spray for pests again," he said mysteriously, wheeling into the hallway in search of something. "I try to keep them out but they keep finding their way back in!"

Finding herself alone with Acer, Donna lightly chided him for embarrassing Grem before turning to more serious matters.

"We're losing him, Acer," she said unhappily, her eyelid furrowing with concern. "He's told me about this Zundapp character, though certainly not the whole story, and I can already tell he's giving serious thought to running away and joining this guy's circus." The white sedan set down her drink, looking down her hood at the rounded form of the Pacer. "He really refers to himself as a Professor? Outside of an academic setting, only two types would use that title: guys with overinflated egos and the truly insane. Zundapp sounds like he might qualify on both counts."

"Relax, baby," Acer said soothingly. "It's more of a business opportunity. Truth be told, I'm considering it myself." He neglected to tell her that any consideration was, for all intents and purposes, over and their decision made. They had briefly debated asking Professor Z if Donna could join them, but Grem felt it best to not even bother, for she had too many ties to sever, whereas they had precious few. She had volunteer work she was passionate about, close connections to her family and an unfailing level of optimism with which she greeted every new day, and there was no place for her in a secret organization bent on revenge for past wrongdoing.

"You could always give him a _reason_ to stay around," Acer purred, rocking his frame suggestively while Donna fixed him with a deadpan expression startlingly similar to Grem's.

"Suit yourself, but if he abandons you, _I'll_ always be here for you," the Pacer added slyly, extending a tire in a grand gesture and making little motions with his lips that Donna found more amusing than enticing. Acer abruptly squealed as a spray of thick foam covered his side doors and windows, not having noticed Grem reenter the room with a well-shaken can of foaming tire cleaner.

"That should take care of this unpleasant Pacer infestation," the Gremlin said, hurling the can in the direction of the green car. "Now, where were we?" His roommate promptly rattled the can and closed in on him, but to his disappointment it was nearly empty and when he attempted to unleash a wall of foam on Grem, he mostly succeeded in flecking the wall behind him with white spots.

"Phooey," he pouted, seconds before Grem shoved him backwards, and soon a three-way wrestling match had broken out. Emerging as the victor, the orange hatchback pushed his protesting roommate into the hallway and slammed the door behind him, then just for spite he plucked the fuzzy dice off Acer's bookshelf, opened the door and hung them on the knob, then pushed it shut a second time and locked it from the inside.

"That's positively evil of you," Donna laughed, her engine cycling faster from exertion. Grem spun around, surprised to find she had followed him across the room and was now parked directly in front of him.

"Let him think what he wants. He can be a pain in the trunk, but he's stuck by me through everything, so I'd better put up with him."

Donna drifted forward until her grille touched lightly against Grem's. "Forget positively evil, it's sweet the way you take care of him. Besides, I doubt you have it in you to be even mildly evil." Feeling the Gremlin's frame come to a halt as he tensed his tires beneath him, she knew his jolt hadn't been from braking, though she had no idea why allowing himself to get closer to another car left him so uneasy. She leaned in further, angling her frame so their grilles meshed.

Their lips brushed, but Grem's eyes shot open when Donna cried out and pulled back, and he was dismayed to see a jagged scratch down the length of her grille.

"I'm sorry, I ruined that moment," she was quick to apologize, wincing. The AMC stood by helplessly, not sure what to do. "Ah..._stupid._ I got carried away and snagged myself on..." she paused, not wanting to point out the damage to her friend's front end but finding no way to avoid doing so, "...on that slightly damaged spot."

Grem's fenders fell as he recalled the shattered and bent section between his headlights. "Crud, I'm the one who should apologize. I was saving up to get that fixed." Sighing, he hooked a tire behind Donna's front wheel, bringing their frames alongside each other. "This wouldn't begin to make it up to you, but Professor Zundapp's not so bad as you might think." He produced the tickets. "See? He hooked us up with these."

Donna's eyes locked on the immensely valuable tickets, the superficial damage to her chrome forgotten. _"Whoa._ That saves me a _bundle._ So am I still your date or are you going to see the race with _Zundapp?"_ she teased.

"What? Aw, no, he's not like that. There is one catch, though, Acer's been assigned as our chaperone." Donna fixed him with a bemused look, but free tickets were rather hard to turn down.

* * *

"Wow! Grem, you look really...shiny." Donna chose her words carefully, not wanting to hurt her date's feelings before they set out for the race. The Gremlin had evidently splurged on a can of deluxe car wax and applied it liberally to his frame, and although she tried not to stare, he'd left conspicuous traces of the white wax just about everywhere his frame had rusted. To make matters worse, shredded tufts of the synthetic chamois he'd evidently used were still stuck to the rough patches of rust, held on by the wax. Donna felt guilty just considering it, but she couldn't help but think that he might have been better off skipping the treatment altogether.

"Guess we both clean up well, huh?" he joked obliviously, brushing shyly against Donna's frame. "You look nice, too." Inhaling deeply, he fixed her with a toothy smile. "Cherry air freshener?" he guessed, and Donna nodded, not used to seeing Grem without his ever-present spattering of road tar, not to mention having made any attempt to improve his appearance.

* * *

The race was an incredible spectacle of showmanship, and while most of the statistics and odds Donna spoke excitedly about in a misguided effort to fill him in on the basics of racing went right over his cab, Grem could at least appreciate the art of the competition, of not being limited solely by one's horsepower but by using finesse and fearlessness to gain an advantage. His opinion of the racers themselves hadn't changed, but he was beginning to rethink his past aversion to following the sport.

"Who's your favorite so far?" his date asked, a foam lightning bolt bobbling at the end of her antenna already revealing her dedication to Team McQueen. Not only had she scored pit passes by making nice with the rookie's hauler, she had been given some free swag, which Grem had gamely agreed to wear, at least for the evening.

The Gremlin mulled over the question, peering down at the track from under the brim of his new red ballcap adorned with #95 emblems. Had it not been for their unfortunate encounter last week, he would have been tempted to name Chick Hicks, for he had to grudgingly admit the guy didn't give a damn about the fallout he caused from his aggressive racing style. Also, from what he had absorbed from Donna's narration, Hicks had never quite come in first but he made a faithful showing every race.

"Your hero McQueen's not looking too shabby tonight," he said tentatively, frowning at Acer, who was parked on his other side crunching into a box of popcorn with unabated glee, his chin glistening with melted butter.

"He's something else," Donna mused, her voice faraway.

* * *

"No offense, but this is like some old-timey tent revival meeting," Grem said with dismay after the race, not really wanting to drive under the lightbulbs strung overhead that marked the entrance to the rookie's fan headquarters, which was packed with cars as rusted as himself and Donna. As expected, McQueen had proved his worth on the track yet again, and he was due to meet his followers in the pits at any moment. The Gremlin, meanwhile, tugged impatiently at the modified walkie-talkie under his hat, not daring to turn up its volume just yet. He could only hope Acer was out successfully collecting fuel samples from the various racing teams' abandoned trailers in the parking lot.

"Didn't you tell me yourself that the last time you wandered into a tent like that at the county fair, you came out born again?" he teased lightly, and Donna socked him in the fender with a tire.

"I did, and what's it to you?" she countered. "There's nothing wrong with having something to believe in." Grem sensed he had entered dangerous territory and changed his angle slightly.

"They're in there listening to those inane speeches as though Rust-Eze is going to solve all their problems, and they're just waiting for Prophet McQueen to appear. No joke, it's like some kind of cult. Why am I the only one who can see this?"

Donna rolled her eyes wearily. "Humor me, would you? You don't have much room to talk when it comes to hooking up with some hinky organization." For once, the Gremlin did not jump to Zundapp's immediate defense, and he warily followed Donna under the canopy.

* * *

_This guy's so full of himself it's a wonder his tires don't burst,_ Grem thought, a sneer pasted on his face the entire time he watched the racecar run woodenly through the tired comedy routines with the Rust-Eze brothers who sponsored him. The rookie made little effort to conceal the contempt he had for his rusted audience, speaking at times through gritted teeth as though being in their mere presence made his sheet metal crawl. Sneaking a glance at Donna, Grem saw with dismay that she was hanging on the racecar's every word, and another twang of jealousy worked its way through his engine. As badly as he wanted to be capable of just enjoying the Rust-Eze show for her sake, he could only swallow so much phoniness from its star, and yet he knew if he spoke up his date would dismiss him as a malcontent.

_At least those Rust-Eze brothers have their hearts in the right place, but I'm glad I didn't pay money for this._ His thoughts wandering back to Acer, the AMC excused himself to check on his friend and slipped out of the tent.

Cruising stealthfully through a maze of trailers in the unlit parking spaces well beyond the tents, Grem followed Acer's directions until they found each other. The Pacer triumphantly lifted the flap on the satchel slung over his mirror, revealing not only a collection of corked test tubes but several small cans.

"Check 'em out, I got free samples of every alternative fuel anyone's trying to sell these days," he boasted, "they're just giving them away, Allinol and everything else. I'm keeping this one to try myself," he said, studying the label of a tall can. "FuelLoco. It's got both ethanol _and _octane." His roommate was clearly unimpressed, scowling at the promotional ribbon magnets scattered across Acer's hood and doors that proclaimed him everything from pollution-free to supercharged.

"They're _giving_ them away?" Grem suddenly echoed. "I get it, Zundapp's too conspicuous to drive in here himself and he prefers to distance himself from any connection to Allinol in the eyes of the public, but are you starting to get the idea that this mission he sent us on was, well, too easy?"

The Pacer almost dropped the can. "It wasn't the challenge I expected," he admitted in agreement. "He was right when he said the trailers wouldn't be guarded, and it didn't take any particular talent to sneak up and drain the last dregs from the empty fuel canisters they'd left around. There's only one fuel I didn't get, and I know Zundapp won't be gracious about it." He tapped a worn tire on the large number 95 stenciled on the pavement and gestured to a red trailer parked nearby. _"He_ keeps his fuel inside the trailer, and it's got some kind of coded lock on it. I can't spring it."

"There you are!" a familiar voice hissed, and Donna rolled up behind them. "What brought you out here? If security nabs us in this restricted area, we'll all get ejected from the raceway." She gave an impatient tug at Acer's front bumper, smiling despite herself at his new flair. "The Rust-Eze show's long over and McQueen and the other racers are headed back here. We're going to be so busted." Her words were cut off by headlights beaming down the narrow alley that served as the only way out.

"We _are_ so busted!" Acer squeaked, reversing into the shadows behind McQueen's campsite and finding himself effectively hidden from sight but blocked in by another trailer. There was no room for the others to hide, and Donna shot Grem a pleading look, fearing she was about to meet her racing hero in a way she never wanted.


	6. A Real Live Nobody

_Author's Note: Special thanks to Rhody for proofreading this chapter and to Tai O'Mega for providing valuable "insider's information" into the world of racing. Another warning, this is McQueen portrayed as he was before his epiphany in the first movie, so he's not a very sympathetic character in this chapter. No character bashing was intended. _

* * *

Yawning widely, McQueen's driver, Mack, angled his considerably large frame around the corner, slamming on his air brakes when he discovered the parking space in front of his trailer was already occupied by two cars. He broke into a good-natured and unsuspicious smile upon realizing they were locked in a passionate kiss, oblivious to the world around them.

"Break it off, guys," he teased, his cab seemingly growing more red under the brim of his cap as the couple pulled away from each other, both looking embarrassed for having been caught. "This ain't no lover's lane, it's our parking spot." Down by his enormous tires, Lightning McQueen gaped open-mouthed at the scene before him, his lips slowly curling into a scowl of utter disgust.

"This is _not_ what I needed to see right before bed," he groaned, thrusting a tire in the direction of the pits. "Listen up, I don't know who you are and I don't care, but I'm going out for a little drive to get something to eat and Mack will do the same. When we return, you'd better be long gone." He abruptly peeled off down the alleyway, eager to distance himself from the distasteful public display of affection, while his driver took his time executing a series of three-point turns to leave the parking spot. Before disappearing from sight, Mack winked knowingly at the Gremlin, wishing him luck.

"They bought it?" Acer peeked out from behind the trailer, rattled by how close they'd come to being caught. It would have been one thing to be escorted off the grounds for trespassing, but with his luck they would have been searched and his collection of fuel samples would have aroused no small amount of suspicion. His elation at having escaped further scrutiny faded when he caught sight of Donna.

For the first time Grem could recall, a look of hurt clouded her usual sunny expression, leaving him to wonder whether she finally saw her idol the way he did. Stung by the reprimand from the racecar, she hurriedly excused herself, admonishing them to meet her back at the pits.

"She took that hard," Acer acknowledged, only to be quieted by the Gremlin, who was adjusting his walkie-talkie. Finding the frequency he sought, the headset's static gave way to the voice of the very car who had just insulted them and who was now continuing his conversation with his driver over their radios.

"Mack, while you're out, could you pick up the complimentary champagne from the Rust-Eze tent? I was in such a hurry to leave that spectacle that I left it behind," the rookie asked before his voice took on an edge of sarcasm. "Oh, and while you're there, do you think you could ask that they set some minimum standards for members of the McQueen fan club? If those two back there were representative of your average Lightning fans, I should quit while I'm ahead. It was never in my contract that I had to become the hero to legions of freaks and losers."

"You're selling yourself short here, kid," came the semi's curt reply. Though he was used to the fresh-faced racer's ranting, the eighteen-wheeler generally kept his responses limited to a patient reminder that Team Rust-Eze paid the bills. Even so, Lightning made no secret of the fact that he viewed the sponsorship as a mere means to climb higher, and a point in his career that he would happily forget once he'd made it big. "I keep telling you, you're surrounded by devoted female fans but you'll never find anyone if you insist on perfection. Now we're not exactly the same, but I've met a few special ladies from your fan club over the years. No regrets there." He paused, and when he spoke again, caution had entered his voice. "I know I'm treading on dangerous ground here, but I'll bet you're going to drink that champagne alone again, aren't you?"

Acer's face lit up and he let loose a chuckle, nearly dislodging several of the magnets on his frame with the vibrations from his laughter. "You tell him, buddy! Looks like it's none tonight for McQueen!"

Lightning chose to ignore Mack's question about being alone. "Yes, that's all fine and good for you, but when you know perfection exists just one tent over at the Dinoco stage, it's hard to settle for what you have," he grumbled. "They've got showgirls in feather headdresses; I've got rusted-out wrecks begging for my autograph. How many more races do I have to win before I can attract some fans who aren't total uggos?" The sportscar sighed audibly, while the semi gasped loudly enough for his radio to pick up. "I mean, did you _see_ that girl who was with that clunker? Gah, I wouldn't hit that if I was in a demolition derby! I'd feel sorry for the poor guy who has to wake up next to that every day, except he was just as bad, maybe worse." McQueen's words were met with a sharp rebuke by his driver, who had finally found his voice.

"Yeah, I did see her. She was sorta cute, and she talked me out of a bunch of free merchandise. Nice girl." A low growl escaped Grem's throat, though his anger was not aimed at the truck. Unfortunately, McQueen was far from finished, though he changed the target of his criticism to avoid offending Mack, who didn't share his opinion of the sedan.

"Well, if you catch her on her way out, give her the champagne with my compliments if you think it'll make things better. Chrysler knows I've got enough of the stuff in my fridge already. Considering who she's with, she'll need it." The rookie could be heard whistling sharply, which made the AMCs cringe against their headsets. "You'd need some pretty strong ethanol goggles to make _that_ look good." Acer could hear Grem grinding his teeth in fury.

"That's harsh, considering he's got to be a big fan of yours. He was wearing one of your team hats!" Mack protested in a final effort.

Lightning snorted. "She probably makes him wear a bag over his cab. Really, doesn't it just make your tank churn to think of those two together?" There was silence over his radio, and as usual, at this point in the conversation Mack had simply stopped responding, expressing his disapproval without words. The racecar employed one more insult he couldn't pass up.

"I'll bet the only way she makes it through is by closing her eyes and pretending she's with someone else. Someone like me."

_"Ouch._ It's just one burn after another from this guy," Acer muttered in awe, watching his roommate with concern, for his anger had seemingly given way to numbness. "You're not going to let this eat you alive, are you? Besides, I've got something to cheer you up, something I was about to show you when Donna surprised us." He held up a tire, letting several small objects fall from between his treads, and the Gremlin stared down at them in confusion.

"They're valve caps! I paid a little visit to Chick Hicks's trailer, and just for you, I let the air out of all its tires. Sweet revenge."

"You're nuts," said Grem slowly, shaking his cab, though this development should have been unsurprising considering that as a former juvenile delinquent, Acer excelled at criminal mischief and loved to brag of his exploits.

"That's it, though. I'm not leaving without what we came here for." Avoiding the scattering of plastic caps on the asphalt, the Gremlin rolled to the hatch of the trailer, ignoring Acer's protest that they had little time left, and studied the coded lock that had confounded his friend. It was a standard tire-recognition scanner but a blinking diode off to the side suggested an extra layer of security had been built into the lock, and only tires equipped with the correct microchip would open the door. The AMC's eyes darted to a bin of worn racing slicks awaiting recycling in the corner of the parking spot.

_They_ can't _be that naive,_ he thought, losing respect for the pit crew as he wrestled a used tire from the bin and hefted it to the door. _They spend all this money developing a security system and then they virtually leave the key under the mat. Idiots._ The light blinked green and the gate opened with a gentle hiss of hydraulics, and soon he was standing in the middle of the surprisingly luxurious trailer, surrounded by all the amenities an up-and-coming racer could ever hope to have. Giving a low whistle of approval, Acer drove past him to a few large drums of fuel occupying the far wall of the trailer, soon sliding his final fuel sample into the satchel.

"Hey look, touch-up paint!" laughed the Pacer, wasting no time in lifting a can off a ledge. "Oops." He made a pass over a row of small toy replicas of Lightning, sending each wobbling on its spring as the bright red paint coated it. Grem raised an eyelid but made no move to stop him, and Acer followed up by scrawling some epithets on the walls.

"How do you spell 'jerkwad,' is it one word or two?" asked Acer, who was clearly in his element and soon joined by his friend, who suddenly sprang to action, lunging forward and upending a trophy shelf, pausing only a moment before moving on to shoving over the miniature refrigerator. _I hope he hasn't snapped, but I saw this coming a mile away,_ the rusted green car thought, watching the Gremlin tear into the trailer with focused rage.

"C'mon, let's move out," Grem commanded a few moments later, coughing from the mingled fumes of spray paint and axle lubricant they'd unleashed in the enclosed area. Snickering with malicious glee, Acer turned back to throw his empty paint can at the large image of their new enemy on the side of the trailer, leaving a small dent in the panel. He yelped when he felt a tire thump down on his hatch.

Chick Hicks pinned down the Pacer, but his glare was fixed on the Gremlin in front of him, his eyes roving over his shiny-but-disheveled look.

"So we meet again, Grime. Funny thing, I checked the tire pressure on my trailer and there seems to be a problem. You were the last car I ever expected to be behind this." He fell speechless when his gaze moved beyond the two cheap cars in front of him to the wreckage they'd made of his fiercest rival's personal quarters, and before he consciously realized what he'd done, he had released his grip on the Pacer, his grille curling into a smile of...approval?

The scrappy hatchback he had tormented less than a week before now crouched into a fighting stance, ready to take on the high-powered racer though the results were sure to be disastrous.

"Then again, in light of seeing this," Hicks announced casually with a dismissive wave of his wheel, "how long will it really take for my crew to refill a few tires? I didn't know you had it in you, Grime, but nice work on that one." He cackled, catching the Gremlin off guard by clapping a tire against his door. "I don't know what he did to piss you off so bad, but I hope it'll be worth it when he kicks your trunk in."

"He won't," Grem insisted. "We met face-to-face and he still doesn't know or care who I am any more than you do. He said so himself." The hatchback tore off his ballcap and flung it to the ground. "For once it works out in my favor that I'm a real live nobody."

"You sure are, whatever your name is. Now get the hell out of here before I change my mind about not having seen anything."


	7. Tainted Love

_Author's Note: This chapter carries a strong rating for (non-graphic) sensuality, and it includes a warning for intimate dysfunction for those who may find that triggering. Also, if you tend to hit the "back" button when you come across romantic scenes, please give this a chance. It's not what you think and it's the last chapter involving any kind of relationship._

* * *

"Well done," Professor Zundapp said, once he and Acer had met back at the apartment. Squinting through the glass of his monocle into the open satchel, he had to admit the Pacer's efforts had been remarkably thorough. "These will be highly useful once I've had the opportunity to analyze them. It has long been my suspicion that Allinol will be eventually pushed onto the public as a high-performance fuel, whereas now it's still relegated to environmentally-minded types who are into concepts like 'living off the grid,' as they say. It would only take one successful racecar adopting Allinol as his fuel of choice for that to become reality." Immediately withdrawing his approval, he frowned at the green hatchback, who was still sporting the fuel companies' magnets.

"However, unless you're content making criminal mischief like the acts you committed tonight the pinnacle of your career, the time has come to leave. You have passed the test and you may consider yourselves 'in.'"

His elation at having been praised for his work cut short by the Professor's criticism of his antics, Acer felt it best not to mention his suspicion that the top-secret mission had been too simple.

"Did your Gremlin counterpart get lost on his way back here? This isn't like him." The Janus sustained his scowl, as he thought he had made it implicitly clear that both cars were to meet him here.

"He said he was taking his girl home," the Pacer said, his eyes flashing with his usual mischief as he cracked open one of the promotional fuel cans. "I didn't ask him whether he meant he was planning to just take her home or, you know, _take her home,_ but he'll be back."

* * *

Parked on the brick patio behind Donna's house, Grem set down his third and final empty champagne glass for the night. He had been downright relieved to find that Mack had actually located her and given her the bottle as McQueen had suggested, for their meeting at the tent would give her a much-needed alibi once the damage to the trailer was discovered. Not to mention, it was rather good champagne, and hardly something he was accustomed to savoring. The Gremlin seldom drank, but tonight he could appreciate the efficient way the ethanol blurred some of what he'd overheard and, despite his best efforts, absorbed.

The white sedan watched a firefly weave through the air just over the lawn. The empty ranch house in front of them belonged to her great aunt and uncle, whose careers frequently took them out of town. They kept a spare bedroom for her each summer while she worked day labor before her eventual return to the city and her volunteering, and everything about the place felt cozy and reminded her of the many blissful summers she had spent there since childhood. It just felt right to finally have Grem sharing this with her.

"I've been thinking," she said aloud, "Maybe Lightning didn't lash out at us out of malice tonight. He doesn't seem to have anyone in his life right now, and seeing us together might have struck a jealous nerve."

"Maybe," Grem responded in false agreement, fretting because what he had heard the racecar say and what it had driven him to do were both dark secrets he was forced to keep. He'd already lied to her once tonight, making up a story about Acer hoping to get an exclusive autograph from one of the haulers to explain why they'd been trespassing in the parking lot. "That kiss was clever thinking on your part. I was too panicked to think straight and I was about to suggest fighting him if he gave us trouble, but you had him buying it that we were just carefree lovers who'd mistakenly wandered too far."

Gazing at him as he spoke, the sedan leaned slightly on the AMC's frame. "I'd be lying if I didn't say I'd been looking for an excuse to do that anyway. I've waited a long time for you, Grem." She felt his fender stiffen against her side in response.

"Are you even sure I was worth the wait?" came his response, which was so uncharacteristically melancholy it made Donna set down her glass in surprise. "You could have set your sights anywhere you wanted but you set them on me, and kept them there for how long, about five years?"

The sedan shivered, though there was no chill in the air. "Strange, I'm not used to seeing you feel sorry for yourself. You're always too busy seething at the world to make time for self-pity."

Grem had to admit she was correct. "I just want to make sure you're not getting into this with unrealistic expectations. I don't know what you see in me, but I'm damaged goods. I haven't held a steady job in years, I have a criminal record, and I'm probably going to run from all my problems." He gestured to the house. "Just think on it tonight, okay? It's late, and I'd better see you to your front door."

_"Who_ convinced you that you're no good anyway, the world...or Professor Z?" Moments later, Donna's succinct question froze him in his tracks, and seeing him there caught up in indecision only saddened her more. "Grem, c'mon inside," she asked, rolling back slightly.

The AMC paused, all at once understanding what her invitation represented. So this was it, at last. So much for Professor Zundapp's prediction that this night would have been five years off in their future. As Donna backed slowly into the open doorway, her taillights imbued the hallway behind her with a soft red glow that matched the warmth growing in his engine. She was offering herself to him, however reluctantly, and who would he be to refuse the offer?

"S-sure thing," he stammered, though he felt anything but certain as he followed her inside. Likewise, Donna was still struggling to reassure herself this was no mistake. In her earlier years she had let herself go home with any guy who had asked nicely, and although it had taken some time for the thrill to wear off, she'd eventually found a new direction and sworn off relationships without any meaning. Surely her decision now could be justified; she'd known Grem for years even if they'd only acted on their feelings this late in the game, when he was considering leaving everything behind. And if going through with this could influence his decision to leave in any way...

Having made her choice, she pressed her lips to his with such fervor that he almost drifted back against the door. Donna frowned when Grem briefly broke away to stomp a tire down on the light switch, pitching the hallway into darkness, but at least he lost no time in returning his lips to hers. They had both denied themselves this far too long.

_You'd need some pretty strong ethanol goggles to make that look good..._ Lightning McQueen's stinging rebukes broke through his thoughts as the Gremlin caught the lingering notes of champagne on Donna's breath. She hadn't had that much...

Sliding her tongue into his mouth and trying not to think about his broken and missing teeth, Donna took care this time to hold her grille away from her partner's. She could hear a deep sigh escape the hatchback's mouth, and the heat emanating from under his hood noticeably intensified along with their kissing. He eventually realized that she preferred he take the lead, and with a gentle push from his bumper, he maneuvered her down the hallway toward her bedroom, then froze in surprise at what met his eyes in the dim light.

"You never told me you had so much McQueen crap on your walls," he said stormily, feeling as though he was under the gaze of the red racecar whose overconfident smile beamed down on them from numerous posters, pennants and banners. Donna raised an eyelid in response to what she saw as an unsolicited comment.

"Free swag, remember? It's a harmless crush and nothing more," she retorted, but his eyes were still cast suspiciously on the racing memorabilia.

"Grem? I'm with you tonight, not him," she reassured him softly. "Now, _please. _We both need this." She looked pleadingly down her hood at him, and though his lips were soon hungrily moving over her grille, the AMC had not gained much confidence.

_She probably makes him wear a bag over his cab..._ Stealing a glance, Grem noted Donna's eyes were tightly shut. _Just as good._ As he directed her toward a mattress in the corner, he reached out a tire and pulled the curtain shut as they passed the window, darkening the room even more. His partner murmured something in protest that he couldn't comprehend.

Pulling back several minutes later, her hood flushed and her voice breathless, she managed a mischievous smile. "You're not nervous, are you?"

"Why would I be?" His retort was met with the tap of a tire on his front bumper.

"Your hazard lights have been blinking the whole time," she giggled lightly, and he noticed for the first time that she had been right and sheepishly turned them off. Her breath hastening even more, the sedan gave an excited rev of her engine once Grem worked up the nerve to caress her front wheel well, but the motions of his very worn tire didn't feel as good as she might have hoped, and after what seemed like an interminable time, she realized his slow pace wasn't an attempt to tease her but testament to his anxiety. Her frame aching for him, she nonetheless remembered the issue of responsibility and fumbled for something she hoped was still tucked under her mattress.

"What's that?" the AMC asked cluelessly, seeing her wincing in dismay at something in her tire.

"A really expired and useless item I almost forgot about. It's truly been a long wait. I don't suppose you carry any?" Finally getting it, the Gremlin casually shook his cab.

"Nope. If the Allinol screwed me up half as bad as the Professor claimed, I don't have to worry about getting anyone-"

"Grem!" Donna cut in suddenly. "Can you _not_ mention Zundapp right now?" she sighed, tossing the packet aside.

Apologizing, he pulled her frame close to his and was soon groping frantically at her. His partner tried to return the gesture but he gently blocked her tire with one of his own, as he was even more reluctant to have her touch him than he was to leave the lights on. Nonetheless, he took it as a good sign when she pleaded with him to take it further, and her breath hitched when he drove up behind her, pausing to kiss each of her tail light panels.

_Doesn't it just make your tank churn to think of those two together?_

Shaking his cab as if attempting to dispel the unwelcome memories, Grem looked down at Donna's roof, horrified to find he had dislodged some rust flakes onto her paint. His efforts to swipe them off were misinterpreted as a sensual gesture by his partner, who flexed her tires beneath her frame, ready for him to make his next move. Pulling forward, the Gremlin found his new heightened position put him eye-to-eye with one of the oversized banners on the opposite wall. He cast his eyes downward to avoid seeing McQueen's persistent smile, which was blinding even in the darkness.

_I'll bet the only way she makes it through is by closing her eyes and pretending she's with someone else. Someone like me._

"No..." In one last, desperate effort to deny what was inevitably happening-or not happening-Grem pulled Donna closer, grinding against her.

"Grem?" Donna's hesitant voice broke the silence after several uncomfortable moments. It pained her far more to see her partner grow this frustrated than to admit this might not be their night. "It's all right if you can't, you know..."

"It's _not,"_ he shot back, reluctantly returning all four tires to the bed in defeat. "Now you're all worked up and I hate myself for it." _Not half as much as I hate McQueen, though. The one chance I had to be with someone I care about, and he ruined it without even being there_. "That wasn't fair to you when I knew there was at least a chance of this happening. If you and Acer wanted to...well, I'd understand."

"No, I meant it when I said I was with you tonight. Don't worry about me, I'll live," Donna replied, fighting to hide the disappointment from her voice. Hooking a tire behind Grem's, she pulled her frame close to his, whispering things about how they could make everything work out and they could talk more when he was ready. Weary from his failed attempt, the AMC held her, listening to her engine slow to a normal pace and eventually into the rhythmic sounds of sleep, and then, extricating himself from her embrace, he landed a kiss on her bumper before sneaking out of what had played like a bad dream.

* * *

"So, was it good for her, too?" asked a wry voice as Grem emerged from the house. Startled and fighting to maintain his tough exterior, the hatchback turned to face Professor Zundapp, and Acer behind him.

"Yeah, we had a great time," he answered dryly, staring straight ahead. The Janus shook his cab slowly in sympathy. Grem's sarcasm had gone over his cab, and Zundapp was left wondering why the experience, which he felt the other car had sorely needed, would have left him so moody. Then it struck him; this was all developing only after he had made his decision to leave it all behind.

"Such a shame that you should have met someone special this late, but at least you got yourself some while you still could," he quipped. Grem blinked, not used to hearing Professor Z use vernacular phrases.

"I must say, that was quite clever, the way you convinced her that you might stay around just for her. It's amusing to think that she hoped you'd keep on the straight and narrow for the love of a good woman."

"Look, I'm going with you, but just leave Donna out of this, okay?" Grem demanded. "She's not what you think _at all."_ For once, the Professor caught the earnestness of his new employee's words and chose not to reply, but he noted the wistful way the hatchback stared back at what he assumed was his lover's bedroom window.

"So love-'em-and-leave-'em is your style now?" Acer quipped.

_More like disappoint 'em, freak out and slink out in shame._ The Gremlin scuffed a tire on the ground, reluctant to ask Zundapp the question that had been pestering him for some time but needing to know. "All those things the early formula of Allinol did to the other cars...was it all just frame degradation and engine damage or could it mess a guy up in other ways?"

Zundapp's thin wheels ground to a halt and he regarded the dusty orange car, who was biting his lower lip as he awaited an answer. The timing of his question had been very telling, to say the least.

"Yes, of course," he replied when he regained his composure. "It's an unfortunate but common side effect. On the bright side, it's not something you'll have to worry about once you get to where we're going."


	8. Loser City

Aboard the helicopter that would deliver them to his headquarters, Zundapp watched his newest recruits while pretending to keep busy with some paperwork related to his business enterprise. The Gremlin had balked when the time had come to board the chopper; clearly the idea of climbing into what was essentially the belly of a living creature unnerved him, and even several hours into the flight, he remained stationed at one of the narrow windows, resembling a trapped creature in all his impatient mannerisms. The Professor was quite assured he had never flown before; perhaps with his menial jobs, he had never been called upon to board a plane or helicopter to travel on business and share his expertise anywhere outside his usual environs. The Pacer, for his part, had spent the early part of the flight drilling him with an endless barrage of questions before settling into what actually resembled a peaceful sleep, and Zundapp had observed that when he'd first leaned against his roommate, the Gremlin hadn't immediately shaken him off but had gazed down at him, feigning a very unconvincingly exasperated look.

If Grem's feelings were still conflicted by the time the helicopter touched down on an oil rig, one of many in a field jutting from the ocean, one look at his friend's face once they had disembarked convinced him he had not made the wrong decision. The Pacer surveyed the vast deck with a childish fascination, watching the dozens of laborers, mostly Gremlins and Pacers like himself and his roommate and a few models he did not recognize, toiling under the blazing sun. Beyond the platform on which they stood was a virtual floating city of additional oil rigs, each occupied by a contingent of cars so far away they looked like multi-colored marbles rolling over the decks.

"I don't think we're in Kenosha anymore. It's _real_, or this is as real as it's going to get," he breathed, making Grem look at him quizzically. Explaining himself, the hatchback recalled his long-abandoned youthful dream of settling down in a town that was more accommodating, somewhere where he wouldn't be dismissed as an outcast. That dream had spurred him to become a habitual runaway before he'd finally given up, only to discover now that, in a sense, his city did exist, but perhaps only because someone had built it himself from the ground up, a virtual city of-

"Lemons," the Professor chimed in, as if reading his thoughts. "Don't let the term raise your ire, we have reclaimed it and use it with pride when referring to our kind. And by 'our kind,' I am referring not only to both of your models, but Hugos, our Serbo-Croatian counterparts, and Trunkovs, who hail from the Ukraine." He drew the AMCs' attention to a diminutive, rounded hatchback shouting orders to a boxy coupe who was checking a phalanx of oil barrels.

"If this is the base for your organization, surely the rest of the world must know about this?" Acer asked, genuinely confused. Painted on the deck were the markings for the helicopter landing zone, and far below, he thought he saw moorings for ships at the base of the rig, indicating the operation wasn't completely cut off from society.

"Oh, of course. It's not as though you could forever hide an operation of this scale, though one can greatly downplay its success. Nobody bothers us much here. On paper, this exists as Tyler Trunklis's enterprise and the rest of the world believes we Lemons pooled our meager resources together, had these rigs built in the belief that we had discovered a great source of previously-untapped oil, and then discovered only after the fact that we had grossly overestimated the amount of crude we would yield." Zundapp grit his teeth together, recalling with hurt pride the facade he was forced to maintain as that of a struggling entrepreneur on the few occasions he mingled with the mainstream business world.

"Most took great delight in our so-called failure, and I have heard others express relief that this operation has sequestered so many of 'our kind' off shore where we don't have to burden society with our ungainly looks. Quite ironically, it helps to maintain a rusted and forsaken appearance when you want the world to believe you are not well off. For the sake of maintaining _legal_ appearances, we legitimately sell a very meager amount of oil, though we unload our true harvest of crude through a network of transport ships who work for us, and always under the cover of night."

"I don't get it," Acer stated bluntly. "Why not just prove to them you _did_ strike it rich and rub it in their snooty faces? 'Success is the best revenge,' and all that? How does Allinol play into all this, other than being the competition?"

The Janus fixed him with a piercing stare, beginning to see true insightfulness behind his jokester persona that others often missed. "That's for me to know and you to find out," he said patronizingly. "And if you two prove to be good little helpers, I might just let you in on the secret sooner rather than later."

* * *

A mere five weeks later, things had soured fast. With only the vast Pacific ocean surrounding him, Grem stood at the edge of the helipad and peered morosely down at the waves lapping the oil rig. Lately he'd started most mornings like this, with his tank churning and no relief in sight. Professor Zundapp had demanded that he protect himself against engine poisoning by downing a miniscule dose of the very substance an enemy might employ to seize his motor and destroy him, so everyday he joined the rest of the Janus's inner circle in his personal headquarters to partake of the anti-poisoning ritual. The shots of sodium silicate burned through the Gremlin's frame like liquid fire and left him reeling in pain for the better part of each day. Moving stiffly along the unprotected ledge overlooking the Pacific, he secretly feared the stuff was eating him alive, if the constant spray of saltwater didn't rust his body panels out first.

He was beginning to think the Janus was more insane than he'd initially suspected. Though everyone else obediently if reluctantly downed the shots of toxin, the microcar savored his as though it were an exorbitant liquor, and he took perverse delight in boasting of how effectively this practice would fool their enemies, should they ever resort to poisoning. The trouble was, he refused to divulge to any of those in his inner circle exactly who their enemies were. Grem couldn't imagine anyone in the oil business being bold enough to poison a competitor, let alone feel a need to destroy someone who was ostensibly already struggling to make a living in an oil-poor region of the sea and thus did not pose much of a threat. Whatever Zundapp had planned for his eventual strike against the Allinol corporation, it seemed unlikely that he or anyone else would need to involve the complicated espionage tactics he was using to train his team.

His boss was indeed obsessed with the art of espionage, as he referred to it. Grem failed to see the reason for being so heavily armed during his patrols when nobody ever approached the rig anyway, and yet the Janus was far more concerned about intruders than the equipment safety checks that Grem was assigned to run thrice daily. On their first weekend aboard the oil platform, the two new recruits had been invited to a private party under the pretense of fraternizing with Zundapp's other lieutenants, plied with drinks and then hustled off to a metal fabrication shop where they had been summarily restrained, then left to the mercy of a Trunkov yielding a welding torch. The ensuing ordeal had been nothing short of excruciating, but both had emerged equipped with undercarriage-mounted machine guns and the promise that the new weaponry would eventually be loaded with ammunition if they proved their worth. The Gremlin's frame had listed to the side for some time afterward until he had become accustomed to the added weight, but now, sometimes when he was performing his solo patrols on the deck, he would pretend to take aim at nonexistent enemies with the weapon, keeping his home base safe from those who would hurt them. Who knew, maybe he was losing his mind as surely as Zundapp.

Although he was supposed to be attentively standing guard, Grem's mind wandered back to all he'd left behind, or perhaps what little he had left behind. There was only Donna, really, and if she'd seen half the things he had already witnessed in his short stay aboard the oil rig, she'd never want him back. He didn't even have his old name anymore, though he had abandoned it as thoughtlessly as his few possessions back at the apartment. Zundapp had demanded that his followers adopt the names of their respective clans as proof of loyalty, and although his new moniker was a bit repetitive, the hatchback liked to think that perhaps Grem Gremlin would turn out to be a much cooler and more successful guy than Grem Maurice Gridlock had ever been. Grem Gremlin was in charge of his own destiny and didn't have to grovel for a job or scavenge food from trash bins or constantly fear eviction from his landlord or strike out with girls...

"A _pfennig_ for your thoughts?" interrupted a familiar voice by his side, and Grem lost no time in dipping his cab slightly toward Zundapp in a deferring gesture. He had his suspicions regarding the smaller car's sanity, but his fear of him had not diminished, for the Professor had a way of commanding the utmost respect from his followers that belied his apparent lack of physical strength, and his demand for loyalty had only amplified as Grem and Acer had progressed through the ranks from entry-level workers to more trusted supervisors.

Not daring to deny Zundapp access to even his innermost thoughts, the hatchback sighed. "I'm grateful you recognize that I'm trying and all," he began cautiously, "but this isn't all I thought it was cracked up to be." He swallowed hard. "Acer thought-_I_ thought-that it would be different out here and everyone would respect each other. They don't. Everyone hates me for enforcing your orders. I'm supposed to hate Acer for not being a Gremlin, so the fact that I don't makes me twice as hinky."

Zundapp nodded his cab slightly. "Jealousy over your status is to be expected, so don't take it personally. Just between you and me, most of these men are cut out to be little more than minion-level workers, and only a select few such as yourself have the capability to be trusted as my lieutenants. If you were expecting us all to be one big happy family, then I can see your disappointment, but be aware that any connections made among Lemons tend to be related strictly to business. There's precious little room for friendship in this operation."

"Of course, you are free to go at any time you desire," he continued, catching a curious look from the hatchback as both boarded an elevator that began lowering them to the sea-level deck. This had never been presented as an option before. When the doors opened, the Janus wheeled to the edge of the deck and called out cheerfully to one of the battle ships moored at the dock.

"Trihull!" his voice rang out over the waves. "We might have a car here who is lonesome for his home and wishes to take leave. You would take him home, wouldn't you?" The eager ship rose slightly from the waves, his lethal fangs dripping with salt water and a gleam visible in his eye. The implications were unmistakable.

"I wasn't born yesterday," Grem stammered, backing away from the edge despite himself, "and I never said I wanted to quit." Professor Zundapp seized his bumper and pulled him close, startling the AMC.

"Good," he nodded, their faces inches apart. "You do realize you would have nothing to return to, anyway? It's been over a month and nobody, I repeat, _nobody,_ has taken notice of your absence. Not a soul-your landlord, the girl you dumped after using her, your boss at the labor office-really thought it unusual that you disappeared. The remnants of your old life have no doubt been hauled to the curb and a new tenant moved in to your apartment, and life in Kenosha has gone on without so much as a solitary missing car report being taken on you or Acer."

The Gremlin scowled, looking down at the new tires he'd been fitted with during the marathon welding session, and his boss remembered something else.

"Should you find your situation terminally hopeless, you will find there is a small capsule planted in the valve stem of your right front tire. It contains the only toxin to which you haven't built up immunity, and although it was placed there for your use in the case of capture by our enemies, feel free to partake of it anytime you see fit."

Zundapp turned sharply, muttering something about his distaste for whiners, and took the elevator back to the upper levels, leaving Grem alone with only a leering battle ship for company. The hatchback might have tossed the deadly pill overboard had he not feared repercussions from his boss, but its presence in his wheel suddenly weighted him down more than any heavy thoughts he might have had up to that point.

_Author's Note: Sodium silicate was the agent used to kill the motors of the "Cash for Clunkers" cars and a small protective dose taken as an anti-poisoning measure is pure junk science, so don't try this at home._


	9. Chapter 9

_Late Spring 2011_

* * *

"Your turn, buddy," Acer wheezed, slapping a tire against Grem's outstretched wheel as he limped out of the crudely-chalked circle on the deck of the rig. A thin line of oil ran from the corner of his mouth, courtesy of a direct hit from his opponent in their tag-team sparring match. The Gremlin, considerably more weathered, sharp and cynical than he'd been when he'd first boarded the rig six years before, grit his mismatched teeth together, fixing the orange Trunkov on the other end of the ring with a glare. Citron's face twisted into a sneer in return, demonstrating he was just as eager to inflict damage on the second AMC, and moments later the two were grappling for control, wheels thumping solidly against metal as their frames clashed. Their rusty bodies creaked and groaned in protest as they landed hits on especially vulnerable areas, and no sooner had Grem thrown a punch than Citron sharply turned his axle, pinching Grem's tire in his wheel well. Finding the Gremlin at his mercy, the coupe threw himself in reverse, his tires digging at the ground while the AMC was dragged forward. Grem flung himself hard at the car, adding yet another dent to his considerable collection but freeing himself so he could strike Citron in another crush of metal.

Forced against his opponent's flank while they struggled, Grem could feel sporadic blasts of heated air from the vents located curiously above the car's rear wheel wells, for Trunkovs lacked grilles in the usual location. Though the Gremlin was being shoved to the ground and was about to be pinned, it was apparent from the sounds of his frequent opponent's laboring engine that Citron was exerting himself more than usual to maintain his winning streak.

"I must say, you are improving," the Trunkov told him a moment later, surprisingly even offering a tire to help Grem up. "Keep it up and you may yet defeat Fred and me." His Pacer teammate nodded, cuffing Acer playfully. Their old friend from the research trial had matured into a cunning and harsh fighter who volunteered his services toughening up new recruits, and his passion for combat had caught Professor Zundapp's eye, leading to his promotion as one of the mastermind's top lieutenants. Finding a kindred spirit in Citron, Fred had been willing to overlook the fact that they weren't the same model, and the duo had established themselves as the top warriors aboard the rig, soundly defeating the other laborers the Janus pitted them against. The Professor emphasized frequent sparring matches as a way for his men to stay in prime physical condition, though he had never instructed them in any type of disciplined line of combat such as karate, preferring instead to let them hone the streetfighting skills they had inevitably picked up on the mean streets of their respective homelands.

"Thanks," Grem answered suspiciously, unsure how to accept genuine praise and yet brimming with gratitude for the rare experience of having received it. He steadied himself, drawing the cool sea air into his grille in measured breaths. It was nearly summer, not that seasons seemed to change so much on the oil derrick as they did on land.

"But this new recruit of yours is something else entirely," proclaimed another Trunkov, pulling up alongside the group. They watched the action in the adjacent sparring ring as another Gremlin, his body a dusky orange hue several shades darker than Grem's, inflicted a series of cruel hits on a blue Pacer, pummeling the car until he cried out for mercy.

Petrov Trunkov let out a low whistle. "This Melvin fellow means business. Where did you find him again?"

"Detroit. He was so eager to sign up I almost felt guilty for accepting the enlistment bonus," Grem answered, still gasping for breath. It felt foreign to be talking amiably with other Lemon models, although such conversations typically happened only after they'd finished beating on each other. "Zundapp only brought me onshore once to recruit, but you'd think I'd brought back J. Curby Gremlin himself from his reaction once he saw what this guy can do."

"J. Curby? Oh, right, isn't he the leader of your family?"

Grem snorted in response. "Supposedly. Never met the guy myself since I was out on the streets recruiting newbies, but he and the Professor sure spent a lot of time discussing one of his mysterious 'business matters' while I was otherwise occupied. I lived most of my life never knowing we Lemons even had these so-called 'families,' complete with some head guy for each, and now the Professor even had us take their names like we owe them our loyalty. I don't answer to no Lemonhead."

Petrov nodded, for he, too, had been forced to change his abandon his family name of Oilski in favor of his model name. "I've actually met our leader, the esteemed Vladimir Trunkov. He's rather reserved and in recent years has distanced himself from politics, but in his youth, he pushed for equal treatment of our kind back in the homeland, and he helped transport much-needed parts over the border. He did all this at great risk to his own frame." The Trunkov's speech in praise of his much-respected family head was oddly eloquent for a car best known for his vicious combat tactics.

"Vladimir has earned himself what you might call folk-hero status as a social crusader, while your J. Curby strikes me as more of a criminal overlord type, but then again, that might not be unusual for a Gremlin." He paused, waiting to see if the hatchback would take the bait and rush to defend his clan's leader, for if he could steer the argument towards a fight, it was all the better. The AMC, however, brushed off the insult.

Grem shrugged. "I hardly care if he is. I don't pay any dues to the Detroit chapter of the Gremlins Local 404. My loyalty's with Zundapp as long as he's the one signing my paychecks." Not sharing Petrov's interest in the personalities of the "Lemonheads," as the top figures of each family were known, he diverted his attention back to Melvin. The scrappy Gremlin stood his ground effortlessly, one wheel on the hood of his protesting opponent, then rolled out of the ring once he'd been declared the winner. Back on shore, he and Grem had bonded over stories of constant persecution and the fights they'd been drawn into to salvage their reputations. Melvin was unique in that he had not taken part in the Allinol test trials years before, as his name had not appeared in the lists of participants supplied by Zundapp, but he nonetheless held a significant grudge against society for his years of mistreatment, and recruiting him had been no major undertaking on Grem's part. His flanks bore an unusual yellow stripe where most Gremlins, if their frames featured stripes at all, had the customary black or white markings, and he was _tough _to a fault, to the point that Grem might have ordered him away from his opponent had the match not ended when it did.

Close to Grem and Acer in age and fighting prowess, Melvin had sparred with both on occasion, savagely tearing into them each time. Grem respected him all the more for being able to best him in a match, and outside the ring, the two operated on a certain level of trust. Professor Zundapp had not yet equipped his newest recruit with any weaponry, but he must have had plans to do so in the near future as he often sent out the trio of AMCs to patrol the decks. Though Melvin had only been aboard the rig three months, it had stung when Grem's own protege began to outshine him, earning promotions from the Professor far faster than anyone else, and the AMC with the high aspirations had soon found himself among the elite inner circle while it had taken Grem and Acer years to be fully accepted. This Grem could bear only because Melvin was humble about it, making it clear he was almost embarrassed by his own success and preferring not to talk about it. For that matter, he was just as reluctant to discuss his background, but his two friends could understand that, as most memories of their lives prior to working on the oil rig were painful ones.

"You made that look too easy. Maybe we ought to pop this guy's hood and make sure he's not hiding some extra horsepower under there." Grem chuckled darkly when the other Gremlin approached the group, but his laughter was cut short a moment later when a brief shadow of concern clouded the normally unflappable Melvin Gremlin's face. "Mel, _chill,"_he found himself saying, snapping his treads together as if to lead the other car out of a trance. Melvin, Acer and he thrived on insulting each other, so why had a simple joke struck such fear into him?

"I was kiddin' you. Nobody'd make you flip your lid on my watch." Grem assumed he'd inadvertantly stumbled onto one of his new recruit's vulnerabilities. Every car who had been ostracized back on shore seemed to have at least one, and if Melvin had had his hood wrenched open by bullies eager to make fun of his dirty, underpowered engine, then Grem could sympathize enough not to antagonize him further.

"Thanks, Grem," Melvin retorted, looking bashful over his brief moment of hesitation before his eyes flashed with mischief. "I'll repay you by not whipping you as badly in front of everyone this time. We're up against each other next on the fight card."

The orange hatchback sighed inwardly. He was going to have a lot of dents to hammer out tonight.

* * *

Though the location of Professor Zundapp's personal quarters, situated in a building on the highest level of the rig, suggested a penthouse, the interior of his living area was devoid of luxury. The Janus displayed no personal mementos, and were it not for a small bunk room that could have easily been mistaken for a closet, the interior of the building was as businesslike as its occupant, containing a drafting table, a second, longer table used for meetings and shelves upon shelves of blueprints, tools and small machinery. It was here, behind padlocked doors, that the mastermind devised the sophisticated weaponry that had made him an internationally wanted criminal. While his lieutenants had been fitted with common machine guns and rocket launchers that were acquired easily enough from rogue nations willing to sell them for the right price, the microcar's greatest creation rested under a sheet in this very room and would be its own entity. It was nearly finished, and he had full confidence it would function just as he had planned during the upcoming tests. The only question remaining was which car would be the best choice to operate it, and he already had formed some opinions on that matter.

Assembled before him were his nastiest minions, clustered around the table. Zundapp chuckled to himself, as they were truly a motley lot. There were no formalities such as mugs of hot octane for those in attendance at these meetings, just straightforward updates on their operation. Parked between the table and a large overhead television monitor, the Professor fidgeted, adjusting his monocle unnecessarily. Though his plan had gone beautifully if agonizingly slowly for years, he remained vaguely anxious. Everything was falling into place and events were at last picking up speed, and he and his organization could not turn back now if they wanted to, for they had invested far too heavily in their operation.

"Gentlecars," he began, feeling it strange to address his crew of thugs as such, "from the moment I brought the first of you on board this facility, you certainly harbored suspicion about the nature of this business. While I never allowed you for one moment to speculate that you were accepting employment from a legitimate organization, there was a legion of reasons I could not divulge any more information than I did. I can only imagine you have developed your own theories over the months and years, but you nonetheless gave me your loyalty and tonight I can at last reveal our true mission." As he spoke, those gathered at the table rose higher on their shocks, eager for the crucial secret.

"We are in the oil business," he proclaimed sharply, his voice crisp, "but as the popularity of alternative fuel grows, the world is turning its back on traditional fuel as surely as it turned on us. Our so-called "Loser City," as you have no doubt heard the outside world refer to this supposedly floundering operation, sits atop a nearly boundless source of oil, _the greatest in the world,_ yet the day may come when cars everywhere will switch to alternative fuel and the market will run dry. Oh yes, they will say they made the switch for environmental reasons, to reduce their carbon tiretrack or somesuch, but let's not kid ourselves, in truth they'd rather just avoid buying a product associated with us Lemons." Anger sparked in his eyes, and those around the table let out low growls of frustration.

"Several of you have been with us since the beginning, and you will no doubt remember the efforts by the mainstream world to stifle this enterprise at every turn, to choke it in red tape."

Fred Fisbowski, who had been among the Professor's very first recruits, nodded. "Certainly. For the benefit of those who came to us later," he said, glancing at Grem, Acer and Melvin, "he's referring to the restrictions that were placed on this rig the moment we began building it."

"Yes," snarled Zundapp, "our initial shipment of oil to America languished in port for over a month over some unfounded claim that it was somehow contaminated and unsafe. It was only when the powers that be failed to find legitimate proof of any such contamination that they reluctantly allowed its sale, and by the time that decision was made, alternative fuel had already been cleared for widespread sale and it started to gain favor."

"Then there were the tariffs on our oil, and only on _our_ oil," Fred reminded him, stamping a tire on the ground in emphasis. "Someone had it in for us from the start."

"However, the joke was on them," Zundapp added, "for while they held up our oil in port, they may have thought they were forcing us to idle our operation, and instead we found an extensive network of black market buyers who saw right through the contamination ruse. We gradually built more rigs, brought them online, and recruited more of our kind to work them, all to the tune of the world's laughter."

He abruptly changed the subject. "Those of you who bother to keep up with world news on the satellite feed are aware that a little more than a month away, an international race will be held, featuring the world's top competitors. Their fuel of choice? None other than Allinol, the leading brand among the so-called wonder-fuels that are crowding out the market on our own beloved crude." As the implications sunk in, his words were met with jeers and hisses. "If this race is permitted to go on, it will be over," he insisted, emphasizing every word. "Our operation will be reduced to a floating monument to failure."

Zundapp sighed, rolling his eyes skyward. "It's a pity. Had the world allowed us to become rich of our own accord, we would not be forced to lower ourselves to this level, but desperate times call for desperate measures." Speaking directly as usual, he stated bluntly, "we will sabotage the race. When our work is done, the world will regard Allinol with the same distrust and contempt they have for our kind. They will stick to what they know to be safe. Once the threat of alternative fuel has been eliminated, we can make use of our wealth, stop hiding our success and even establish a settlement of cars like us."

Petrov Trunkov chuckled bitterly. _"Our_ wealth? _Our_ success?" He tapped a wheel on the table, his loose fender panels rattling, then gestured around the austere room. "If you lived like a king, I'd accuse you of keeping everything for yourself, but we _are_ running a brisk business here and yet we're working for hourly wages and you yourself seemingly have nothing to show for it. Exactly where are the proceeds from our oil sales going?"

His mouth set in a straight line and his eyes darting toward the apparatus concealed under the draped sheets, the Professor instead answered by tapping a remote control, bringing the video screen behind him to life.

"Perhaps I should allow _my_ boss to explain," he said. His revelation that he was under someone's employ hardly stunned the cars at the table, for it was well known that he had friends in high places and had contracted out his services before, but the Lemons were nonetheless eager to see the car behind the plan to take down Allinol.

Instead, what met their eyes was...an engine, and not one that anybody recognized beyond the familiar oil stains covering nearly every part. Shrouded in fender protectors, their employer's motor sounded overtaxed when he-at least Grem thought he recognized the heavily disguised voice as male-spoke. Next to him, Melvin leaned forward on his shocks, squinting in deep concentration as his eyes took in every pixel of the image that took up the entire screen.

"Good evening, gentlecars. I must begin tonight's address with an apology for my appearance, but if you only knew my public position, you would understand the need for the utmost secrecy."

"He's a little eccentric," admitted Zundapp to his lieutenants, exhaling sharply as though he could barely tolerate a vehicle more quirky than himself. "His true identity cannot be revealed at this time, but I have met with him personally and I can assure you his intentions are in line with our own."

Melvin leaned in and whispered near Acer's mirror. "Any idea who he is?"

"Deep Trunk?" guessed the Pacer, and despite himself, the Gremlin snickered until Petrov snapped his antenna flatly on the table before them, quickly earning the silence he demanded. The Trunkov had never heard of this particular Lemonhead before, nor could he recognize the vehicle's model from what little he could see of him, and he had no tolerance for the AMC trio's wisecracks at such a crucial moment.

"I think we're looking at the _head_ of the Lemonheads," the coupe breathed, his voice full of reverence. "His position was only rumored to exist, and yet here he is, and he's on _our_ side."


	10. And Nobody Gets Hurt

His words garbled somewhat through a vocoder that made his voice sound strained yet dominating, the Mystery Engine addressed the cars again. His actual speech flowed without hesitation, leading Grem to speculate that, just as he'd claimed, he was no recluse but someone who had a gift for connecting with other cars.

"It is good to finally see you, and yes, though I'm in the midst of having a flywheel replaced, I am able to view your group through the satellite. My dearest Lemons, I wish to assure you that you and I are one and the same, and despite my need for secrecy at this crucial moment in our plot, I trust that this visual of my engine will, at least, attest to my status as a veritable Lemon." He heaved a deep sigh that was eerily distorted by the vocoder. "Through no fault of our own we were made with flaws, flaws that were only exacerbated by the Allinol test trials the majority of you were misled into participating in." The lieutenants knew he was referring to the experiment that had damaged so many of the North American Pacers and Gremlins beyond any reasonable hopes of repair, though the Eastern European Trunkovs and Hugos had simply been pushed to the margins of their society.

"Those of you who follow world events have no doubt that this is to be the Allinol corporation's summer in the sun, with the worldwide race showcasing the glories of their product. If the company's executives have their way, only the hopelessly old-fashioned will still so much as dream of using gasoline by the time autumn rolls around. Fossil fuel will be a quaint relic of a bygone era." Once again, the lieutenants at the table jeered in unison.

"The Lemon effort to fund our drilling operation in the Pacific was publicized, and yet nobody felt it right to warn us that we might be working in vain, struggling with a last-ditch attempt on the dawn of a new age in alternative fuel. Never mind that we far outdid the rest of the industry. Have we _once_ been commended for investing in far more safety equipment than was legally required to protect the ocean life around us? Is it _ever _mentioned in the press that we take excellent care of our workers, with virtually no recorded accidents? Despite these achievements, the world evidently preferred to see us fail, left with even less money to spend on the repairs we so desperately need."

"Allinol is but the first tread onto a slippery slope," the Mystery Engine insisted. "Once everyone has abandoned gasoline, they'll queue up to be fitted with the next rage, an electric engine." His voice rose to a fever pitch. "On that note, this electric conversion, though not cheap by any means, is being touted as the ultimate in environmentally-friendly modification, but has _anyone_ seen a single such engine offered to replace your model's usual motor? Oh, or is that not cost effective?" His question was met with stony silence as the Lemons realized they had indeed been left in the dust again.

"Once everyone has gone electric except us, our long-forgotten oil derricks will be left to rust away, testament to an earlier and supposedly more backwards time." He paused for a moment, leaving the Lemons to mull over this possible future when Melvin piped up with a question.

"Sir, I do have one inquiry. The Allinol test trials have left most of my friends with irreparable problems, but those experiments took place decades ago. Why is the corporation claiming its product is new and different when it's been around so long?"

The unknown vehicle, which the group had figured to be a larger model than a typical car, dipped his frame toward Melvin.

"Allinol was created ahead of its time, son, and it's easier to make someone believe in a product that's entirely new than one that's been around but has only recently caught on. Years ago the technology was there, as was the desire to create something cleaner than traditional fuel, but with gasoline still inexpensive and plentiful, the company failed to create a need for its product and sales never grew beyond the test-market stage. Few cars today even remember the fuel's earlier incarnation under another brand name, but to avoid any recollection of its less-than-glorious origins, the founder of the Allinol corporation has been touting some fairy tale of distilling the fuel himself when he was stranded in the wilderness. It saved his life, he wants to help it save the rest of the world, what's not to love?" The Lemonhead settled lower, wincing noticeably.

"I thought the fuel we were testing might catch on right away, but what did I know, I was a stupidly optimistic kid," Grem offered. "I had no clue it actually made it to market that soon after the trial, but it makes sense that it sputtered out. Back in the day, only two types had any interest in alternative fuel: hippies who wanted to save the planet and the nerds who wanted to stick it to the man cooking up biodiesel." He smirked, recalling one ambitious high school friend. "My old buddy Fry used to collect all the used grease from the local restaurants, and while he didn't have to buy his gasoline, it sure did a number on his complexion. He reeked like a deep fryer all the time, too."

Bringing the conversation back on track, the Mystery Engine interrupted. "Just as your friend's formula had its downside, so too does Allinol, and this particular flaw will lead to its demise. Professor Zundapp has invested much of the proceeds from our oil operation into investigating Allinol, gathering samples, analyzing them and coming up with a simple but startling conclusion: it's more trouble-prone than the world believes _we_ are, and there _is_ a way to exploit it."

"I am entrusting the sabotage of the race to the Professor and several of his personally-selected assistants. He will contact those he has chosen for this task, and the rest of you will have to maintain the same patience you have displayed the last several years, for we cannot reveal the exact method of the sabotage at this time. However, you may rest assured that when all is said and done, we will emerge as the true victors at the end of the race."

Acer looked uncomfortably down at his side door, thinking of the machine gun mounted just under his frame.

"We're just gonna kill 'em? That's the plan, to kill the racers for using Allinol?" he blurted out, and the Mystery Engine's frame turned sharply towards him, the fender covers fluttering with the sudden movement. He seemed to regard the Pacer as though he were an ignorant child.

"That's a rather rash assumption, and I'm relieved to inform you it's entirely untrue. No, we are not going to 'just kill' anybody and the beauty of this plan is that it can be accomplished without the shedding of innocent oil. By sheer necessity some may be hurt, others may have their reputations ruined, and sacrifices will be made all around, but nobody need die. I would not have it any other way, unless..." His voice turned icy. "...Unless the undercover agents attempt to interfere."

_Undercover agents? Zundapp's fear of spies actually had merit?_ Grem could scarcely believe what he was hearing, for up until that moment he had thought the threat of undercover agents to be a mere element of the Professor's extreme paranoia. He paid little attention as the Mystery Engine signed off, leaving Professor Zundapp to recount the previous times his work had been interrupted by agents, and soon the Gremlin found himself wishing the spies really were only a figment of his boss's imagination.

* * *

"Well, _that_ was a disappointment," Melvin grumbled under his breath as they filed out of the meeting moments later. "Just when it seemed like all would be revealed, he instead gave us some vague promise of getting revenge, no specifics." He stamped a tire angrily on the deck. "You've probably heard the old saying, but Zundapp shoulda called us the Mushrooms, not Lemons..."

"...Because he keeps us in the dark and feeds us crap all the time," Grem finished for him, his mouth twisting into a frustrated smile at the mental image. "I was hoping at least us lieutenants would be let in on it. I ain't too fond of taking orders from a guy whose grille I haven't even seen."

"You think that Mystery Engine is a PR guy, public relations? That crossed my mind. It's not hard to imagine him working in that field and he's obviously got a knack for speech making." Melvin was clearly obsessed with sleuthing the secretive boss to whom they'd just been introduced.

"I think you're onto something, Mel. As for his model, all I can tell is he's boxy like a Trunkov, but far bigger. The guy could probably take out Petrov and not run up his RPMs." The Gremlin watched as Petrov and Fred, eager to return to fighting practice on the deck, helped fit a small group of AMCs with welding torches. In recent months, Zundapp had not only ramped up the frequency of sparring practice but had instructed his men to defend themselves using their work equipment, casting further doubt on his sanity in Grem's mind. Still, the thrill of incinerating imaginary targets at least broke up the monotony of the work day.

"He's not the only mystery we have to worry about. Just look at them," Melvin advised, staring at the cars who were now charging old wooden shipping crates with their welding torches ablaze. "Does _this_ look like typical training you'd receive on an oil rig? Hasn't Zundapp had you out on Trihull's deck just about every day, getting in some target practice with dummy missiles? Didn't he promise just before the meeting ended that you'd be fitted with your own missile launcher tonight, however on Earth that's going to work out? Don't you think he and that Mystery Engine are planning a heckuva lot more than they've let on?"

Grem swallowed hard, that old fear that he and the others were being swept up in something dangerous returning. "The Engine said we can do this without taking anyone out. You heard him. We just have to be ready in case someone tries to stop us, like one of those so-called spies. You ever play spies as a kid?" With grim amusement, the dark orange Gremlin admitted he had.

"Sure, who hasn't? But this ain't no game and you sound like you're trying hard to make yourself believe nobody will get hurt, Grem," the other AMC replied, coughing on the smell of the burning crates and acetylene. He looked worriedly at his fellow lieutenant. "You'd better hope you're right."


	11. Rocket

That night, Grem and Melvin passed a bottle back and forth in a small lounge Zundapp had set aside for his lieutenants. Though the Janus had often threatened to throw anyone caught using illicit drugs on the rig overboard, he turned a blind eye to ethanol use. Grem expected the Professor to call him to the metal shop at any time to be fitted with the promised missile launcher, and having been through a similar experience when he'd been equipped with his machine gun, he preferred to be heavily intoxicated for the procedure. If the Trunkov mechanic was as stingy with the anesthetic as he'd been last time, Grem planned to arrive at his shop already well-anesthesized.

Acer was noticeably absent, for he was sulking back in the room they shared, jealous that he had been selected to receive a second machine gun instead of a more menacing missile launcher, which was, in his own words, a cooler weapon. Grem thought he would give him some time before he'd get over it, but for all his surliness, Acer did have a point. Missile launchers were a highly coveted accessory among the lieutenants, and the news that he'd been awarded one had caused some dissension among his friends.

"Man, I'm glad I'm not you tonight, Rocket," Melvin cooed with mock sympathy as he poured another shot for the orange hatchback, who frowned at his new nickname. "You're going to be hurting bad, but if you can still function after that then maybe I've got something that will cheer you up." He scuffed a tire on the ground, looking vaguely hesitant. "That new Pacer girl that Trunklis recruited? Zundapp sorta pushed her on me, and I'm not really in the mood tonight, so if you can convince her, it's your lucky day."

Grem lifted the drink to his mouth with a wobbling tire and scowled, for the Professor, well aware of his past troubles, delighted in tormenting him by encouraging new female recruits to pursue him romantically, or at least physically. Evidently he inflicted the same on Melvin.

"Sorry, no can do," he gulped, turning away as if he was settling the issue once and for all. "I'm unofficially considered 'on call' every night and I have to be ready at a moment's notice. Why on Earth aren't you taking the chance? I've seen her; she's into you and it's not like opportunities like this happen often." His words held considerable truth, for the scarce female recruits tended to be either entirely work-oriented with no time for romantic entanglements or solely devoted to the pursuit of Zundapp's officers.

Melvin had expected Grem to jump at the chance to spend the night with the new recruit, whom he had to secretly admit was attractive, at least for a Pacer.

"Look," he admitted, "I wouldn't say this to anyone but my closest friend here on the rig, but..." He paused, mentally scrabbling for the right thing to falsely confide in his friend. Should he tell his fellow AMC he was not interested in girls? Lie about having a girlfriend back on shore? He then remembered the prejudice the Lemons held against each other's models. "Pacer chicks don't do much for me," he said casually. "If that's not the case for you, more power to you."

_"You_ look, because I wouldn't confide this in just anyone, either. I can't take her," Grem admitted, by now wary that the ethanol had loosened his tongue. "I mean I _can't._ The Allinol screwed me up something bad," he confessed, coughing on the harsh taste of his drink. "You tell anyone that and I'll throw you to Trihull, but it's true. I haven't had much luck in that department lately, but that hasn't stopped the Professor from sending the ladies my way. I swear he gets off on seeing me sweat those situations out." He grit his teeth bitterly. "It would wreck my reputation to send them away unsatisfied, so my usual tactic is to offer them free access to our liquor cabinet and then let Acer take over. It hasn't failed me yet."

Melvin shot him an incredulous look. "They're okay with that?"

Grem shrugged his fenders in response. "Why wouldn't they be? All they're really after is the power trip of being with a lieutenant, so it hardly matters if it's me or Acer. They're getting what they want."

"Bummer that you can't enjoy yourself for once, though. Your secret's safe with me, but I can't believe you're so badass and yet still a-"

"I never said I was," Grem interrupted stormily. "I've been with a girl before." His face fell. "One time back in Kenosha I...I paid a girl to do some things, and we did just enough before...well, at any rate I don't consider myself one anymore." Gritting his teeth, he tried to soothe away the memory of that night, long before he'd met Donna. "It was something I _paid for,_ okay?" he shot back at the other AMC, who had fallen silent in apparent disbelief. "And she charged me extra." He snorted. "A lemon surcharge, I never heard of such a thing." His hood felt like it was burning. Grem had never mentioned this to anyone before, not even Acer, and he was already wishing he could take back his words.

"Aw, _man,"_Melvin said sympathetically. "You've really had it rough." He set down his drink, announcing he was done for the night. "That much hard luck would drive anyone to the oil derricks." Smiling grimly, he added, "I guess it won't kill me to invite Gwen in tonight if she comes knocking."

* * *

"Do your worst," Grem boldly challenged the Trunkov welder, flashing him his coldest snarl. He had already bewildered the poor mechanic by rolling agreeably, uninvited, into the metal shop and parking himself on the lift as though he was coming in for a minor, routine procedure instead of a complicated and considerably risky modification the mainstream medical field would no doubt frown upon.

"Well, c'mon, these restraints ain't gonna fasten themselves," the smart-aleck Gremlin added, waggling a tire to emphasize the point. Lubomir's brow furrowed in disapproval as he approached his patient and quickly detected he was intoxicated, no doubt on something cheap he'd procured during his last visit to port.

"The ethanol, it only thins your oil and prolongs your recovery period, but all you cars believe it somehow helps and I cannot convince you otherwise," he scolded, cinching a strap around the first of the AMC's wheels and examining its tightness. It would do no good to leave his patient any slack to involuntarily pull a tire free and flail at him in the midst of the extended welding session that was to follow.

Soon he was ready for the next step, and the Gremlin regarded him through watery eyes with slightly dilated pupils as he filled a slender gravity syringe with a greenish clear liquid.

"Zundapp would not be very forgiving if I overdid this and put you too far under and something _bad _were to happen, and seeing as that swill you downed does have a soporific effect, I cannot accurately estimate the anesthetic needed for my procedure." His sympathetic smile abruptly changed to a malicious grin, revealing the face Grem could scarcely forget from his last treatment. "So I'll just have to err on the side of caution and give you a miniscule dose, say the same that I'd administer to the smallest Hugo."

Ignoring Grem's cry of protest, Lubomir unceremoniously flung open his gas hatch and drained the meager contents of the syringe inside, hearing a faint, faraway splash as the anesthetic combined with the contents of his near-empty fuel tank. Lubomir didn't even wait for the stuff to take what little effect it could before he'd raised the lift and began chalking marks on the edge of the orange hatchback's underside where the rocket launcher would be mounted. It wasn't until he'd flipped down his protective eyeshield and lit up the acetylene torch that his patient's eyes flooded with concern, as though he'd finally recognized the gravity of the situation as well as the likelihood that no small amount of pain would be involved.

"Hey, keep that thing far away from my junk, willya?" Grem pleaded, rapidly losing his tough attitude. Something spongy was shoved in his mouth in response and he fought the urge to gag.

"Bite down on this," he was advised, "if you have enough teeth left to do so." Lubomir ignored the impudent American car's muffled yells as he went to his work, making some haphazard welds along the Gremlin's already rusty seam lines close to the base of his door. He'd been aboard the oil derrick a full seven years, longer than nearly all the others, and had received only scant recognition from Professor Zundapp, despite having saved more than one of his men from the brink of death. Therefore he was not so reluctant to treat any of the lieutenants with less than his full respect or his top standard of care, so long as he got the job done to Zundapp's satisfaction.

* * *

"He's coming to," a faraway voice said, "I will require a private audience with him now and you may be dismissed." The Professor's eyes, one partially obscured by the glare of the overhead lights against the glass of his monocle, came into view as Grem's vision cleared. Behind him, a door closed as the Trunkov made his way out, glad to leave behind the smell of the torch for a while.

A thin tire was pressed against Grem's feverish side and hastily withdrawn. "You have not yet cooled down," the Janus observed. "This was quite the experimental procedure for Lubomir, as he's armed your compatriots with more conventional weapons, but rarely something as heavy or complicated as this." His eyes narrowed. "You will practice tomorrow striking crates with dummy missiles until you are proficient in the use of your new weaponry as well as used to the extra weight on your frame. You may think I'm being overly cautious, sparing no expense in fitting each of you with the best technology money can buy, but you can only imagine how heavily armed our enemies already are."

"Activate it," he instructed soon after, jerking his tire to demonstrate how to control the rocket. Mimicking his actions, the hatchback set into motion the foreign new appendage he had gained, wincing from the discomfort. It jutted out sharply from his right side with a series of mechanical clicks as the moving parts slid into place, revealing a thick metal arm that ended in a platform. The tube resting on the platform was, for now, empty, but the unloaded apparatus already felt heavy and unwieldy, even more so than the machine gun mounted under his other fender.

"Take the utmost care of it, for it was not easily acquired, nor would it be replaceable. Lubomir's procedure today has made you possibly the most valuable living weapon aboard the derricks, and in return for acquiring such coveted technology, you will be among my first line of defense should the secret agents ever discover our operation."

Grem blinked, stunned to hear that he was considered to be of value to anyone until it dawned on him that Zundapp was most likely referring to the weapon itself.

"You said I might be your greatest _living_ weapon," he pointed out, emboldened by the ethanol still in his system, "but that thing you had under an old bed sheet at the meeting? That's your real masterpiece, isn't it?"

"You're no fool," the microcar replied after a brief pause. "I know I made the right choice for the car to entrust it to." He cast a suspicious look at the closed door. "We will speak no more of this now, for Trunkovs have notoriously excellent hearing, but get your rest and sober up, for your training schedule accelerates tomorrow."


	12. Two New Toys in One Day

His cab still swimming from the previous night's overindulgence, Grem crouched slightly, squinted and aimed the missile at the stack of wooden crates. Zundapp stood nearby, shaking his cab in dismay when he saw that the car he had chosen to handle this weapon was crossing his eyes slightly and even protruding his tongue from the side of his mouth, like a child deep in concentration as he mastered a fine motor skill.

_"Nein._ Do not screw up your face like that. You had best learn to control this weapon while standing still, but if you're interested in self-preservation, the day may come when you have to fight defensively while driving as well. Hold your frame even, it isn't _that_ heavy. You're listing like a ship taking on water." His instructions and scoldings came at a rapid clip, for the microcar was growing increasingly agitated from the pressure that had been building. Although he had been impatient to see his long-term plans finally approach fruition, the worldwide frenzy over the World Grand Prix was at times intimidating, and whenever he watched the satellite news feed he was reminded that failure now would expose the Lemons to an eternity of mockery and hatred even worse than what they already knew.

Used to the constant supply of directions, the Gremlin straightened somewhat and imagined a set of crosshairs superimposed over his target before twitching the valve stem of his tire. The weapon had been well-designed even if it was not Zundapp's personal creation; he felt virtually no recoil as the dummy missile exploded from the tube and crashed into the crates, scattering and splintering them.

"Hmm," Zundapp said coolly, "that was not bad for a first attempt. Now try it from much farther away." He led the Gremlin through drills until the sun was high overhead, all the while shouting out orders, scolding him harshly for sloppy work and occasionally nodding with approval when Grem met with success. Typically he would have assigned Petrov or another lieutenant to train his counterpart in weaponry, but the rocket was so unique he preferred to direct the Gremlin rather than place his trust in someone who had never wielded such a weapon himself. After returning from lunch, his protegee automatically rolled toward the crates again, but this time the microcar put out a tire to stop him.

"You have proven yourself today and I will cut your target practice from the initial full day I had planned. There is precious little time, and as crucial as that rocket may be, I have something far more vital to your training." The two rode the freight elevator down to the lowest level of the oil rig where Tony Trihull and his identical partner awaited. From sheer habit, the destroyers leered at the two rusty cars, but they had formed a tenuous working relationship from running practice missions with both Grem and Acer, so the orange hatchback no longer feared the ferocious-looking ships as he had when he'd first encountered them.

The Gremlin's curiosity only grew as they boarded and the Professor ordered Trihull to pull away from the rig, and before long they were so far out to sea that the derricks rising from the ocean floor looked like the tiny spires of a far-off city. Grem felt strangely as though he was leaving his home, and his unease grew when his boss instructed Trihull to pivot so the deck they stood upon was blocked from view, lest anyone back at the rig decide to investigate with a pair of binoculars.

"Could I venture a guess?" the hatchback boldly asked when the ship had finally cut his deafening engines, enabling them to speak to each other once more. "I think you have plans in place to poison the racers' fuel supply. That's the flaw you mentioned back at the meeting. The fuel could be rendered worthless, maybe even dangerous, if someone were to add even a small amount of toxin." He swallowed, already feeling parched and willing his mind to process all the evidence he had seen so far. "Whatever contaminant you're going to have one of us sneak in and add, it's the missing ingredient that was only present in the initial formulation of Allinol, isn't it? The one that wrecked us for life? And now you're going to let the world see what it does by letting it do its nasty work on the racecars?"

His boss did not initially respond, and for the first time the AMC noticed that the same sheet-draped machine he'd taken notice of in Zundapp's personal quarters was now resting nearby on the deck of the ship. The microcar had weighted the coverings, but not effectively enough to prevent a corner from flapping in the breeze, and from the small glimpse Grem was afforded, he could make out a tripod on which the apparatus rested.

"That plan wouldn't have been half bad," the Professor admitted, "but we need something far more immediate, something that will leave an indelible impression on the global audience that is sure to be watching. The side effects took years to manifest in your lot, and we must demonstrate, quite profoundly, the dangers of using new and untested fuel. You are not entirely off base, however. It is indeed a necessary evil to hurt the racers, though the damage shouldn't be permanent." Observing a shadow of doubt clouding Grem's expression, he confronted his lieutenant.

"Surely you have no qualms about doing this? You will lose no sleep over it? These cars were _born_ privileged, racing on the finest tracks and receiving the best in training, the best of everything in life for that matter. They are the very ones who would just as soon spit in your windshield as sign an autograph for the likes of you or me."

Recalling his inglorious meeting with Lightning McQueen, Grem's anger rose from its usual simmer.

"I'm in on this," he assured the Janus, clutching at the deck with his treads. "If they have to take the fall to prove our point, that's fine by me."

"Good. Then what if I were to say that instead of surreptitiously adding toxin to the fuel, you - yes, _you _- were to work undercover and from afar, never soiling your tires in the process or attracting suspicion? What if-" he leaned close, "the fuel only needed exposure to _electromagnetic radiation _to become volatile?"

Grem averted his eyes, staring down at the deck below his wheels. "Pfft. I'd say that's a pretty crappy flaw. _Any _electromagnetic radiation, of any wavelength? That's not very specific. There's radio waves passing through us right now, not to mention we're standing under a rather strong source of ultraviolet radiation." He thrust a tire upward at the sun. "Even the colors we can see are really just the visible spectrum of electromagnetic radiation-"

"Enough already." As he often had done before, the microcar cut him off, though he had been inwardly amused by the irreverent response. For a car many would dismiss as a mindless thug, the hatchback possessed an unexpected intelligence and wasn't above demonstrating his knowledge on occasion, though he rattled off facts whether they were needed or not. "I _knew_ I chose the right car for this position," he said, beaming. "You clearly paid attention in school." The Gremlin shrugged his fenders in response.

"I had a lot of time to read up on stuff like this during detention in the high school library," he admitted. "They made me serve my time right by the encyclopedias and I made it all the way through the set by graduation."

Smirking, the Zundapp indulged his lieutenant's rather bookish interests. "It's infrared radiation. This should look vaguely familiar." Tugging the covering free of the weights, he unveiled at last the mystery invention. Grem returned his smirk once he recognized a tripod-mounted news camera, emblazoned with a decal of the World Grand Prix logo in earthy green and blue, colors that echoed those of a globe.

"That's some fine craftsmanship, sir, but the video camera has been invented before. Still, I imagine this has a few additional features?"

"Only because this is a glorious day am I tolerating such insolence from you." The microcar sighed. "Yes, it came with all the usual features straight from the factory and I have no doubt we could stand here all day lusting over its incredible picture quality and digital zoom, but the majority of this camera's inner workings are my creation and would perplex anyone used to operating the standard version." He drove behind the device and turned it on, bringing to life an evil red glow in the eye of the camera. Working one of two pedals built right into the legs of the tripod, he directed a concentrated red beam onto Grem's rust-mottled hood. The hatchback looked down cross-eyed at it, helpless to suppress a nervous whine from escaping his engine. His boss, whose sanity remained in question, was demonstrating untested technology using him as the unwitting subject, and considering how his last test trial had gone, he was unnerved.

"Fear not, it could remain there all day and not mar your pristine paint job," the Janus mocked, "unless you happened to have had Allinol for breakfast." He swayed the camera away from Grem and focused the camera on something dark far off in the water. "There. It's your turn at last," he said, motioning for the Gremlin to get behind the tripod. "I designed it with you in mind. Not long after I recruited you for this organization, I realized that everyone has his strengths and talents, and while I hardly needed a videographer documenting the progress of the Lemon oil effort, it one day struck me that you have enough technical prowess to pass as a legitimate cameraman at the race, and that a camera body would be the perfect disguise for my laser."

"I see what you're doing here," Grem began, recognizing that the camera itself was the source of the infrared radiation his mentor had discussed. He broke into a grin as he lined up the far-off object bobbing on the waves in the viewfinder, for it was a deteriorated barrel that Trihull had ejected earlier, evidently at Zundapp's command, and scrawled on the side was a leering caricature of a race car. His left tire - yes, his boss had even taken notice that he favored his left tire and configured the tripod accordingly - drifted instinctively to a rainbow arch of lights on the tire pedal, and as he nudged the lever forward, the light panels illuminated from green to yellow.

Not daring to do more just yet, he paused with his tire resting possessively on the pedal, reading a visual display at the base of the viewfinder. A slider moved along a row of numbers from negative to positive, though they indicated the intensity of the camera's beam had a range of only three units, suggesting his boss had seen no need to fine-tune the power level. On the far right of the display was a vertical light bar that matched the lever below him.

"Hold it on yellow a while," Zundapp instructed, as the barrel began to buckle along its welded seam under the pressure. Narrating the scene before them in an instructive voice that he had honed during his years as a university professor, the Janus informed Grem that the Allinol inside the barrel was heating rapidly.

"At this point our racecar friend senses something is quite wrong and may even pull back somewhat. The increased kinetic energy under his hood has him feeling flushed and agitated, and too strained to concentrate on maintaining his position in the race." As though he were reluctant to fully relinquish his treasured invention to Grem, he pushed the AMC's tire with his own, illuminating the orange section of the arched light bar.

"Were our intentions more benign, we could never take it further and use this technology solely for throwing races for gambling purposes," he quipped, seconds before the barrel erupted in flames and a spray of sea water. "Wonderful. Although this was considerably more dramatic than the simulated results in my design studio, there will be nothing quite like seeing the first race car hobble off the track, his engine smoking piteously and his pride wounded." He closed his eyes, no doubt imagining the scene in great detail. "Some boor in the stands is certain to initiate the jeering, and then as the world laughs the international superstars of the World Grand Prix will finally know our humiliation."

"Two new toys in one day, you're so lucky," Zundapp congratulated Grem as they watched the last warped shard of metal slip beneath the waves. "Acer will serve as your fellow technician, so he will also be instructed in the operation of this device. His role is actually a dual one; he will not only be your lookout but he will stand ready to take over lest anything unforeseen happen. They say the enemy agents have some excellent snipers among their ranks." He chuckled darkly as Grem winced, resentful that his mentor was still capable of instilling the same fear in him as always.


	13. War Games

_Author's Note: This chapter takes a decidedly darker turn, as this is the point where Grem's story intersects with the events of the movie. There are several fanfics out there currently that involve Leland Turbo's death and it's treated differently in each, so here's yet another possible way it went down. The Lemons aren't supposed to come across as complete innocents in all of this, but the idea that they thought they were doing the right thing (from the John Lasseter interviews) was intriguing._

_Late Summer 2011_

As had become his habit, Grem had fallen asleep still wearing his headset so he would not be at risk of missing any of Zundapp's orders, even those that came at odd hours. Acer often joked that the cups of the headphones would become permanently fused to his side windows, but he was jealous of the Gremlin's status as the Professor's chosen one to man the camera while he seemed to be an afterthought at best. Grem now awoke with a jolt as his leader's voice called out to him.

"C'mon, the Professor wants us on watch," he instructed Acer, kicking a tire in his direction but accidentally landing his treads on someone else, who was quick to voice her annoyance - and kick back.

"Sorry, Gwen," he said to the female Pacer between them and found himself wishing he could stay in their bunk room just a little longer. A room wasn't the only thing he and Acer shared, and many nights Gwen could be found sleeping nestled between the two AMCs. Grem found it ironic that something the outside world would see as so deviant was actually his first relationship that resembled anything functional, but he wasn't about to argue since he'd mysteriously overcome most of his past difficulties and found something satisfying. A Lime among Lemons, Gwen had used her rarity as a female among the mostly male workers to her advantage. She hadn't been choosy - or exclusive - in choosing partners, Grem thought, eyeing her hatch, which bore not only orange and green paint scrapes from himself and Acer, but those of Fred and Citron, and several colors of paint he couldn't link to any particular Lemon. He still wasn't sure what had happened between Gwen and Melvin the night he'd gotten his missile launcher, but not long after she'd set her sights on him instead.

"Get some sleep, because I'll be back before dawn to give you a really dirty wake-up call," he teased, brushing his lips against her mirror and enjoying her reaction before hurrying out to where the lonely ramps and mid-level decks of the rig were waiting for his patrol. As grateful as he was to finally have someone to make the nights less lonely, there was no love in their relationship. He'd attempted - once - to express his desire for an emotional connection, but Gwen had responded with such bewilderment that he'd let the issue drop, since what they had was working well enough for the time being. Acer had, after all, cautioned him not to try to fix something that wasn't broken.

* * *

In the midst of his patrol, Acer spit over the side of the railing, hoping he would hit Tony Trihull far below. The ships typically moored themselves at the lowest level of the oil rig, but when needed, they could be raised with an elaborate system of pulleys and steel cables. In several hours, Trihull's partner was due to be brought up high and loaded with crates, as well as that camera-weapon Zundapp had been training both him and Grem to use. He was sorry to see it go, for using it was a sheer joy, but it needed to be taken ashore well ahead of their arrival at the World Grand Prix so as to avoid suspicion.

Failing to hear any cursing from the ship beneath him, he shrugged and turned a corner, spying the form of another Pacer far ahead. The other fellow promptly disappeared behind some oil barrels, and a clever grin broke across Acer's face as he recognized the dark blue frame of Levi Pacer, a fellow former Kenoshan who was not quite a lieutenant yet, but always striving hard to prove his worth so he could join the higher-ranking officers. The green AMC slid a weapon out from under his frame, keeping an eye out for anyone who might witness his mischief. It had been a risky move to buy a paintball gun while in port and smuggle it back aboard the oil derricks, but ever since, he had been able to join in the late-night games of the third-shift patrol. He and Levi, who was not above such childish play either, had a long-running but friendly feud, though they always took care to wipe away the tell-tale traces of paint before Zundapp caught sight of them.

"You never saw this coming," he said in a low voice, creeping around the next corner where he found the other car gazing up at the stars, no doubt contemplating his own attack. Acer lined up the other hatchback in the crosshairs of his weapon and pulled the trigger, lobbing a green paintball that promptly exploded on the Pacer's rear window.

After a moment of stunned silence, Acer's indignant cry over the radio drew Grem's attention.

* * *

"You and your kiddie games. You shot a car, and he exploded?" Grem demanded, sniffing the air between them to see whether his friend had been drinking. If the Pacer was guilty of overindulging, he would be forced to escort him discretely back to their room, sober him up with some strong octane and come up with a convincing story that his friend had become sick while on patrol.

"No, I'm serious! I shot him - with a paintball - and his whole frame just exploded, like into static, while some _other_ car sped off," insisted Acer, who was trembling from the adrenaline coursing through his system. "Then Levi himself came up behind me to see if I was all right, and he said I looked like I'd seen a ghost. I told him maybe I had."

"The rig's not haunted," scolded Grem, shaking his cab in exhaustion. "It's a visual hallucination and nothing more. Admit it, you've been washing down pep pills with octane the same way I have. I know about your little stash back in our room." Acer looked abashed that anyone had made the discovery. "Those things mess with your mind, make you see stuff that ain't there and shapes out of shadows. I swear by my shocks, I'm going off 'em once everything calms down around here."

"Explain this, then." Acer jabbed a tire at some foreign tracks leading away from the spatters of still-wet paint where somebody had peeled out. "I've been on this sumphole long enough to know what kind of tracks we all leave, and these surely weren't made by AMC tires. They're way too far apart to be a Hugo's and not wide enough to be a Trunkov's. Still don't believe me?" he challenged.

Grem examined the tracks, perplexed. They were indeed unusual, imprinted by a type of tire with neatly interwoven treads, and a fairly new tire at that. Most everyone on the rigs had marginal tires they affectionately referred to as "baloney skins" for their excessive wear, and they were always one step away from a blowout with multiple patches and plugs. For that matter, Zundapp was stingy with the rig's stockpile of new tires, doling them out piecemeal and only when proof was presented that the tire being replaced had been used to its maximum lifespan.

"Okay, ya got me," he finally admitted, rolling back as a chill overcame him, along with a sense of unease that had nothing to do with the cool nighttime air. "So you're saying that once you hit him and he, er, exploded, you didn't see Levi's lookalike anymore?" Acer shook his cab.

"Not 'til the real guy showed up and spooked me all over again." He suddenly grabbed Grem's fender with a trembling tire. "He's a spy in disguise, Grem! Maybe Zundapp and the Mystery Engine weren't kidding. Why else would someone try to make himself look like a Pacer?"

Grem swallowed hard, already knowing his friend was right, and called Petrov, Citron and Fred over his radio. Melvin was supposed to be patrolling the lower decks, so he couldn't be called away from his duty.

"This is just between us," he hissed. "Wake no one else." The lieutenants shared an interest in intercepting the possible agent, as their leader had made it frightfully clear what their fate would be if they failed to detect and apprehend any stowaways on the rig. Arriving on the middle level of the rig in record time, the team fanned out, each taking a different sector of the platform. Petrov threw the emergency switch to the elevator, which wasn't likely to be needed at this hour anyway, and Citron stayed close to the spiral ramp, which was the only other way down. Whoever this intruder was, they intended to trap him and demand an explanation, then deliver him to their boss in the hopes that the information they'd obtained might absolve them of guilt for allowing him aboard in the first place.

* * *

Fred anxiously switched on his high beams, piercing the darkness of the first mid-level warehouse but seeing no movement among the thousands of barrels within. Snaking around the mazelike configuration of stacked drums that towered high overhead, he found himself wishing he had been armed like the other lieutenants, but he and Citron had frequently boasted that their fighting skills made weapons unnecessary. Besides, piercing the barrels with bullets and spilling oil across the floor would hardly win him favor from his boss.

"Come out, come out wherever you are," he taunted in a sing-song voice, rapping on an oil drum with a tread and feeling like he was in one of the carnival funhouses he'd raced gleefully through as a child. This time, however, there was no thrill, only dread, and his very livelihood depended on navigating the maze in pursuit of someone who was bent on destroying all they had worked for.

"It's just me!" called someone in reply, and he crouched into a fighting stance before recognizing the voice as that of Levi. His fellow Pacer grinned at him like a child caught out past his curfew. "Something's up, isn't it? The Professor never has all of you guys running nighttime patrol all at once, and Acer's acting out of his mind."

Beckoning him to be quiet, Fred let him tag along as he finished his inspection of the warehouse. "You're lucky I'm not armed, Levi! I nearly took you out."

* * *

The Gremlin was left to inspect a building just past the barrel storehouse in which pumping and drilling equipment was kept, as well as outgoing crates that were destined for the Professor's onshore operations. The modified camera itself had been stored here overnight, moved under secrecy from Zundapp's personal quarters and awaiting repackaging in the foam-lined shipping crate in which it had arrived from the factory. Reluctant at first to enter the structure, he crept around its perimeter, startled to hear someone speaking in a hushed, urgent tone within. He beckoned Acer over, and the two peered through the open doorway, catching sight of someone who was jostling the camera lens. Whether he was attempting to dismantle the device or merely inspect it closer, his actions sent a surge of pure fury through Grem.

"There he is!" yelled Acer in a moment of enthusiasm, and the orange hatchback flung himself forward, enraged that anyone would dare tamper with the weapon that had been entrusted to his care. A whistling sound shot past him, and he yelped in shock as something locked onto his rear bumper and dragged him rapidly toward the other car, until he was found himself face-to-face with the curved, almost feminine form of the intruder. He had been hooked with dual steel cables that had been fired from a set of bumperettes set low on the sports car's front end. Piercing blue eyes locked onto his defiantly as Grem struggled to activate his machine gun. Firing in such a close space would be a risky move, but one that the other car was no less reluctant to try, for the AMC looked down to see a dual set of pistols neatly emerge from the center of his wheels, both aimed squarely at his windshield. The hatchback had never encountered such sophisticated technology before outside of the camera the Professor had modified; this car was undoubtedly a spy sent to halt their operations.

"No!" he yelled in panic, locking his brakes but still finding himself dragged into what had to be the crosshairs of the agent's weapons. The sports car squinted and swiveled his guns as he moved Grem where he wanted him, then squeezed off a warning shot that burned its way into his rear wheel well. The Gremlin's cry of pain was drowned out by a sudden explosion of sound around both of them.

Deafened by the noise, he felt the cables tighten, jerking him around harshly as his captor slid back. The gunfire was coming from the open doorway behind him, and when he was yanked completely around by the cables, he caught sight of the other lieutenants exchanging machine gun fire with the spy. As soon as it had started, the shooting ceased, and Grem exhaled, choking on the smell of a badly-damaged, smoking radiator that was thankfully not his own. Hearing nothing, not even the sound of his captor's engine, he gingerly pivoted to face the other car.

The agent looked almost pitiful in death, his eyes closed and his sleek red frame pockmarked with an impossible number of bullets that had pierced the entire length of his cab and hood. Petrov rolled to his side, cautiously lifting the car's frame upward and pressing with a tire against a major fuel line that ran from his gas tank to his engine before lowering him again and shaking his cab.

"He's gone," the Trunkov affirmed solemnly, but just to make sure he hadn't been wrong, he popped the car's mangled hood and peered underneath, the other lieutenants pulling up behind him as he performed his examination.

Already fearing the news he was about to hear, Acer's chin quivered. "I didn't mean for it to happen like that," he wailed. "But he had Grem hostage and I couldn't let him kill him." Fred rested a tire on his fender in a brotherly gesture.

"I had hoped we'd never see action like this either, but he gave us no damn choice. It had to be done and it wasn't just you. It coulda been any of us." Fred's steely eyes flitted to the smoking automatic weapons of Acer, Petrov and Levi. His pity for the deceased car was rapidly being replaced by a sense of indignation over the way the intruder had forced them into action.

"Nothing. There's no recovering from that. Everything that could be severed and pierced has been," came Petrov's final verdict as he allowed the agent's hood to drop back into place. Beneath the sports car, a slow drip of oil could be heard splashing onto the warehouse floor.

"You're all insane for firing away like that," growled Citron, pushing his way through the small crowd to get a look at the agent. "You're lucky you missed Grem."

_"Most_ of them missed," the AMC groaned, grimacing as he regarded the trio of bullet-piercings in his rear wheel well, one small and neat and left by the agent's weapon and the other two courtesy of his fellow lieutenants. As far as he could tell, they'd all passed cleanly through his sheet metal and had not nicked anything vital, though he would no doubt be facing another repair session with that sadistic medic. "But thanks for the rescue all the same. I really thought I was gonna buy it back there. Now who is this poor bastard?" He found it hard to look in the agonized face of his enemy, and instead shrugged his way free from the slackened cables.

"Beats me, I don't know my sports cars too well. He looks a bit like a Jag, aren't they British?" Fred asked.

"I heard him talking to someone when we found him, but there's nobody else here," Acer noted, and Citron's face pulled into a scowl.

"He was recording a message," the Trunkov corrected, ducking low and catching sight of a recording device mounted beneath the car's front end. "It's all here. He used a retractable camera to film himself - and _that,"_ he added, pointing to Grem's camera. "This is a very bad omen."

"So what now?" Acer asked, biting his lower lip. After five years of solitude aboard the rig, he could scarcely believe they were being caught up in something like this.

"His camera's still live!" exclaimed Petrov, watching a series of lights flicker, the only signs of activity on the car's frame. "He must have had time to set it to transmit before we got him." He clapped a tire to the floor. "We must prevent this. The Professor's been scrambling any satellite signals in the area, so his message might not even make it off the derrick, but he'll have our hoods if it does. There's only one choice, and we can't remove the camera from his frame. It's no doubt rigged." He cast his eyes toward the crusher that occupied the rear of the warehouse, then to the other officers, who paled when they realized what he intended to do.

* * *

"I feel sick," cautioned Acer, the sounds of tortured metal being compacted still fresh in his ears. The agent now was nothing more than a cubical mass of metal sitting atop a wooden pallet, and the hatchback felt only marginally better when Petrov wrestled a crate over him to conceal his form.

"He was already gone," the sedan reminded him gruffly. "If we hadn't destroyed his camera, it would have had time to relay its message back ashore and this place would have been crawling with agents come morning." The others knew he was right, but none of them had signed up to work on the rig expecting to dispose of bodies in a machine used to crush old oil drums and other scrap metal for recycling.

"Look, kiddo," he added, softening his tone somewhat, "I guess this invalidates the Professor's declaration that nobody would get hurt, but at least the spies will leave us alone now. When they fail to hear back from this guy, they'll assume he met with an accident out on the ocean somewhere and they'll stop wasting manpower investigating us. Surely they have bigger things to worry about, right?"


	14. Room for One More

_Author's Note: From this chapter onward, some action scenes and dialogue were taken from the movie and novelizations so they are not entirely original. No plagiarism was intended; this is a derivative work._

* * *

Time passed and their situation only grew more surreal. Speaking in hushed tones even though they'd already punctuated the still of the night with explosive gunfire, the deeply unsettled officers discussed how they would break the news of an intruder to Professor Zundapp. The derrick's resident crane glowered down at them from his station atop the warehouse, unsure what had happened amidst all the sounds of shooting far below but disapproving of these cars who were out late at night and surely up to no good. Petrov Trunkov remained alone with their victim inside the warehouse, and Grem assumed he was wiping up any traces of spilled oil until he caught the strains of a low-voiced, solemn chant.

"Prayers for the Dead," Citron explained, recognizing the liturgical language from his native church. Unable to focus on anything else for the time being, Grem moved inside, quietly packing up the camera while he listened to the dialect and fully aware that this very well could have been his own clandestine funeral service. The chant was full of consonant blends completely foreign to any language he'd ever heard before and had an almost lullabye-like quality, but sleep for any of them tonight was a faraway dream.

"May his memory be eternal," Petrov finished, his weathered face looking even more drawn than usual. "It's a sacred routine," he explained, noticing for the first time the Gremlin's obvious unfamiliarity with the ritual. "I haven't completely forsaken everything I was raised to believe in, although I still think this fellow had it coming to him. Our tires are bound at this point; we'll have no choice but to show him to the Professor in a few hours when we transfer the rest of the cargo, and I can only hope we don't catch it for not extracting any useful information from him or for not capturing him alive."

His eyes moved to the hardshell case that the AMC was busy locking. "I assume that camera has something to do with the secret training he's been holding for you and Acer out on the battleship? Perhaps you are going undercover as cameramen during the race, seeing as the camera is marked with the event's logo?" He held up a tire. "No, don't feel obligated to tell me. We all know the consequences for revealing secrets and the truth will be revealed in due time anyway."

Grem was grateful for the small mercy of not having to come up with a convincing lie. "Sorry, I know it's no fun being kept in the dark, but that's exactly where the Professor's keeping me as well. I've asked, but he refuses to tell me exactly what I'm going to be using all this training _for._ I know next to nothing about this World Grand Prix and who's even racing in it." He rolled his eyes. "If there was a way for me to use the camera blindfolded, he'd have me doing it." His jestful remark earned a chuckle from Petrov, the first light moment since they had intercepted the spy.

Fred rolled forward, clearing his throat. "Zundapp just called," he admitted. Their only saving grace so far had been the silence over the intercom, but it had seemed unlikely their boss would have slept through the incredible noise.

"Well?"

The yellow Pacer shrugged his fenders, still trying to gauge their leader's unexpected response. "All I told him was that we busted a spy, and he said to hold him until cargo-transfer time, then he signed off in a hurry. I suppose he's preoccupied with the important shipment if something like _that_ didn't set him off."

* * *

"Why's everybody so glum? Who died?" Melvin's witty greeting was met with blank, guilty stares from the lieutenants gathered by the warehouse. He regarded Acer, who was leaning with his frame against the railing that ran along the edge of the platform and looking as though he were about to succumb to nausea at any moment.

"We made an apprehension," Fred said curtly, displeased to see they'd have to share the news with yet another party even if he was one of their own. "Who's patrolling your area if you're up here?"

"Relax, Keith's on the job. He's the only one I know who would actually stay awake _hoping_ someone would pawn off a lousy patrol job on him," the dark orange Gremlin answered, referring to another overly eager AMC who, much like Levi, was striving to be admitted to the officers' ranks. "I came to see what the commotion was all about. So who'd you bust and what for?"

His jovial demeanor sharply faded when the others filled him in that a spy had been captured and dispatched to the hereafter before his identity or mission could be determined, and he burst in on Grem and Petrov, passionately demanding to see the cubed agent for himself. The Trunkov begrudgingly lifted the crate long enough for the AMC to catch a glimpse, and Melvin pulled back, trembling on his shocks. The mangled license plate and other features of the agent were seared into his memory even after Petrov let the crate fall back into place.

"Move over," he croaked to Acer. "I might be sick as well."

* * *

"All right fellas, you know the drill. C'mon, guys, these crates aren't gonna unload themselves," Grem instructed the large crowd of workers assembled at the cargo transfer dock. Both Trihull and his partner had just returned from routine security patrol and had been hoisted into position, looking bizarrely out of place suspended many stories above the ocean where they belonged. The AMC, weary and fatigued, was actually looking forward to sending the camera away for a while and getting some much-needed rest and repair before his services were needed at the World Grand Prix. The lieutenants had made a joint decision to reveal the agent's remains at the same time the cargo was being loaded, for doing so would at least allow them to temper the bad news with the positive, as they had succeeded in protecting the precious camera.

The workers all seemed to be operating in a state of agitation. Keith, aware that something significant must have happened to pull the ever-vigilant Melvin off his patrol, paced aimlessly around the crates, high-strung as always. Ever since encountering the compacted spy, Melvin had fallen into a stony silence, refusing to speak to anyone. He no doubt thought they'd handled the situation poorly, for he actually had the strength and finesse to pull off an apprehension by himself and admittedly might have done a better job of it. Levi, pulled into the pact of secrecy with the officers, kept close to Acer.

The warehouse behind him now ablaze with light, Gremlin shouted orders for the crane to lower the first piece of cargo and the machine hoisted a steel shipping container, swinging it over the crowd of rusted workers and into place. The chains attached to the roof of the container still clinking, Acer set to work opening the doors to inspect the contents. It was packed tight with boxes that were flush with the door, though the boxes hid more clandestine cargo in the back of the container. The wide garage door to the warehouse pulled upward, and Professor Zundapp emerged, looking as fidgety and unsettled as usual.

"Too many cars here!" he snarled, after uttering some choice phrases in German. "Out of my way!" Moving deferentially into the shadows, the crowd fell back as ordered. Oddly, considering the revelation he would be forced to make, Grem felt like making the same request himself. The fewer cars on deck to witness the spy's unveiling, the better.

Giving the shipping container only a precursory glance, the Professor instead rolled forward to meet Muggsy Liftsome, one of the rig's hired forklifts. Melvin kept tight to Muggsy's side, his eyes locked on the case resting on his forks.

"Here it is, Professor. You wanted to see this before we load it?" Melvin asked as the forklift lowered the case.

"Ah, yes," said the Janus in recognition, frowning as though he expected Muggsy to fumble and drop the entire thing. "Very carefully." Melvin heeded his advice and hefted up the lid, revealing the pristine camera within. The synthetic smell of the protective foam around the device wafted into the AMC's grille, and his boss looked almost lovingly down at his prized camera nestled in its shell. _"Zehr gut,"_ he remarked, rising up on his axles to get a closer look.

"Oh, a video camera?" Melvin suddenly interrupted, having finally seen for himself the item Zundapp had been training his compatriots to use. "What does it _actually_ do?" Grem glared at him, shocked he would ask such a direct question in the middle of their boss's inspection. Still, his sarcastic tone suggested he didn't truly expect the Professor to reveal the inner workings of the camera for the benefit of the entire crowd, but was letting on that he knew there had to be more to the camera than its appearance would suggest.

"None of your business," snapped the Janus, deeply annoyed at the impudent car. "This camera is extremely dangerous." He regarded the Gremlin with a disapproving glare before turning his attention back to the camera. "This is valuable equipment. Make sure it is properly secured for the voyage."

"You got it." His reminder was unneeded, as Melvin kept close to the forklift and his cargo as they turned to board Trihull. The overhead crane was already swiveling his arm, delivering the true payload. With the camera inspection out of the way, the other lieutenants held their breath, not envying Grem for the news he had to relay. The Gremlin bit his tongue, tried to muster confidence he barely had, and unable to bear the anticipation any longer, shouted out to get Zundapp's attention. He was grateful Acer had pulled up alongside the crate in a show of support.

"Hey, Professor Z! This is one of those British spies we told you about."

"Yeah. This one we caught stickin' his bumper where it didn't belong," Acer chimed in. The Janus squinted behind his monocle, for this new information hardly sat well with him, but he already knew who the prime candidate had to be.

"Agent Leland Turbo," he said, emphasizing each part of the car's name and acknowledging the spy as though he was making a personal introduction. It was only when the lid was lifted, revealing the agent was undoubtedly dead, that he broke into a pleased smile. Grem hid his shock at the renewed sight of the sports car, his formerly curved body now pressed into a cube and much of his red paint horribly scraped away, exposing bare sheet metal. For the first time he noticed that the agent's single sideview mirror, a small, chrome appendage not unlike his own, had broken away from his frame and lay forlornly next to his body.

Caught up in suspense, Grem's engine threatened to stall, but before his mentor could give any further assessment, chaos broke out. The flame on the tower at the very summit of the rig flared as it routinely did, illuminating the cargo staging area below, but this time something blocking most of its light cast a shadow over Zundapp. Looking upward in confusion, the Janus saw all his paranoia had been justified. They were being raided!

Suspended over them like a spider in a web of cables that were strung along the support beams of the next platform up, one of the agents he feared most waited with dual guns drawn. The streamlined British sports car lost no time in peppering the entire cargo area with gunfire from his vantage point, shattering crates and puncturing oil drums. All concern over Agent Turbo gone, Grem was among the cars leading the charge forward, as he had no desire to take more bullets today. He initially kept close to his boss to shield him, but the Professor pulled away, calling out for the entire work crew to defend themselves as he'd trained them to do. The Gremlin gawked at the microcar, his tires tensed as he brazenly stood his ground while bullets sparked around him.

"It's Finn McMissile. He's seen the camera. Kill him!" Zundapp screamed, any fear for his safety outweighed by the outrage that his men had permitted two spies on board. Beside him, Grem and Acer drew their machine guns into position before realizing they were at a severe disadvantage and would never be able to hit the enemy spy unless he was brought down to their level. Fortunately, the night crew of welders who had been sealing the last of the barrels soon reached the edge of the platform where the agent had secured his cables. Their protective eyeshields flipped down, the grinning quartet of AMCs sneered at McMissile, ready to sever his lifeline and send him plummeting to the deck.

Seeing what they were about to do, the crane rapidly swung his thick arm, intending to strike the spy like a baseball when he fell. Instead, Finn released himself from his most of his cables, then swung from the remaining one that was latched somewhere beyond the crane. Sailing over the raging confusion beneath him, the silver car whistled through the air, his underside bathed in a soft yellow light from the guide lamps on the platform below. He landed squarely on the crane's arm, leaving the enraged machine helpless to shake him off as he completed the wide swing of his arm. Expertly using the boom of the machine as a ramp, the spy landed agilely on deck, where he was pursued by a horde of battered cars.

Keith cut him off at the first turn, staring down the sleek and polished agent before giving chase. Tires squealing, he followed McMissile's charge up a steep ramp, passing by multicolored shipping containers in a blur. The young Gremlin's engine was revving with the thrill of being the first to reach McMissile and proving his worth as a lieutenant. He suspected that the invader had unwisely used all his ammunition in a fruitless attempt to scare off the Lemons on deck, and he was now fleeing in panic - but where did he think he was going? For that matter, Keith couldn't imagine how he had gotten aboard in the first place, for there were no planes overhead nor strange ships around. It had been many weeks since they'd received provisions from the shore, so he was unlikely to be a stowaway if he was only showing himself this late.

"Wha-?" Keith gasped as his thoughts were cut short when he reached the top of the ramp and fishtailed sharply. Finn had released a flood of thick black oil on the ground, which he had no chance to avoid. His bald tires, as slick as the oil itself, could gain no traction and he found himself caught in a hydroplane, skimming just above the surface of the deck and being wrenched from side to side as his frame swerved with a mind of its own. Preoccupied with his own struggle, he barely noticed McMissile fire another grappling hook around a support beam and swing widely around the next corner.

The Gremlin continued his rapid slide forward through the sludge, trying to brake but striking the guardrail at the edge of the deck broadside. For one brief moment he felt the metal section pressed painfully against the yellow stripe that ran along his green frame, then the railing gave way and he pitched forward into the abyss. Aware all too late what was happening, he screamed in terror the entire way down, his body somersaulting and giving him an alternating view of the underside of the derrick and the darkness of the waves below.

He cut off his cry just before meeting the water, landing with a sickening crack that sent up a plume of spray, as well as body panels and several badly-worn tires.

Above him, Grem ordered the Professor to stay safe, then flung himself into the charge of Lemons pursuing Agent McMissile. They only paused briefly at the sight of the oil slick and broken railing, thinking at first that the spy had plunged overboard before recognizing the tracks as an AMC's. Their fury driving them on, they surged up the spiral ramp that led to the helipad on the highest deck, unintentionally creating a dizzying, technicolor parade of broken-down cars being led by one sleek, devious spy.

The Gremlin, having fallen to the rear of the pack because he had stayed behind to shield Professor Zundapp, pulled onto the ramp, feeling its corrugated metal rattle under his tires. A voice calling out to him made him skid to a stop, his tires squeaking on the surface as the ramp above him thundered from the weight of so many cars shooting through its turns. He turned to find Melvin beckoning him to the elevator that ran alongside the ramp.

"What're you doing things the hard way for?" he asked, tapping the floor where approximately one car length remained. The officers waited impatiently behind him, packed end-to-end in the small area. "There's room for one more."


	15. The Price of Failure

"When we make it to the top, look out," Melvin advised the officers during their ascent to the uppermost platform. "McMissile may have used up his ammunition, but he could be counting on someone to pick him up on the helipad and _that_ someone would no doubt be armed. Why else would he head _upward?"_

"We shoulda taken the ramp," Grem argued, not paying his warning much heed. "This elevator's so slow the rest of the gang will be waiting for us up at the to-" A series of blasts cut him off, beginning far beneath him and growing louder and much closer. The officers jostled against each other, their eyes wide with panic as the deafening noise approached and their car swayed on its cables, its upward movement abruptly stopping. One particular explosion felt as though it was right against them, causing Levi to back away from the wall when its steel panels shuddered from the force of whatever was being blown apart. The lights flickered, then pitched the elevator into darkness until a set of minimal backup lamps came online.

"The hell was _that?!" _Fred cried out in fear, eying the bolts that had come loose from a corner seam of the elevator. "Did that spy ignite the oil?" He shuffled his tires nervously, remembering that elevators should never be used during fires and feeling trapped in the cramped space. With a groan, the stalled car resumed its ascent, opening its doors at the summit where everyone peeled out through an engine-choking haze, relieved to be free and taking the turn toward the helipad on two wheels. Unidentifiable debris, some of it still aflame, had rained onto the floor beneath their tires.

"So where's the guys?" Acer demanded, seeing only a select few cars rushing onto the helipad. At least there was no whirring of a helicopter overhead, but McMissile was nearly at the edge of the platform, his back bumper to the open sea and Lemons falling into position for a showdown. "They're gone."

"The entire _ramp's_ gone," Citron corrected him, joining him in the second row of the attack formation they had practiced during their drills. "He took the whole thing out! What's left is liable to collapse under its own weight and any cars that were on it..." There was no need to say more of what he'd seen in his rearview mirrors, but he felt a little better when the crowd around him grew in size, fed by cars called from the upper-level warehouses and additional freight elevators that served their sector of the derrick.

Grem moved into place at the edge of the formation, ready to perform as he'd been trained. The entire surviving contingent of oil rig workers fanned out around the spy they had cornered, with no need for anyone to shout out orders since each car knew exactly what he was supposed to do. Though the majority of them were unarmed, six AMCs in the center of the group who had been repairing drilling equipment before the invasion now ignited their welding torches, extending them menacingly toward McMissile. The smell of acetylene pervaded the area, blending with the stench of the smoldering ruins of the ramp and those who had no doubt perished on it.

Closing in around the spy, the army of rust-mottled, patched cars faced down the sophisticated sports car, ready to cut into his frame from every angle if he attempted to elude them by swerving to either side. Finn McMissile gave a threatening rev of his engine, suggesting he was actually crazy enough to charge through the center of the crowd and make a break for it, and the welders edged closer. Without any warning save for a squeal of his tires, the agent drove backwards off the platform in the only direction they had never expected.

Shocked that he'd chosen apparent suicide over a fight, Grem and Acer pulled up to the edge, needing to see proof of his demise. The Gremlin stared pensively down at the waves with the aid of the roving searchlights from the rig, envious of the absolute cool the agent had projected even as he'd leapt to his doom. It was a calm authority he feared he'd never be able to possess himself, because he'd been flustered and harried during the showdown, his frenzied mind racing from thoughts of the Professor's safety to who might have perished on the ramp to what price he might yet pay for permitting two spies aboard the rig within the span of several hours. Evidently the enemy spy's agency had an even harsher punishment in store for those who failed, if McMissile had found a final dip into the ocean preferable to returning to his headquarters with the news that he'd arrived too late to save his fellow agent.

His thoughts were interrupted by the unexpected reappearance of a lone watercraft skimming across the sea. Initially dismissing it as one of the jetski sharks that could frequently be seen swarming around the legs of the derrick, he soon recognized it instead as none other than McMissile himself, but with some type of ski leg extensions in place of his tires and axles.

"If I wasn't sober right now I'd never believe this," muttered Acer after several moments had passed. "What kind of technology does he _have,_ exactly?" It wasn't fair that Finn could survive such a drop so effortlessly when a similar freefall had cost one of their number his very life. He stomped a tire on the deck, furious that the spy had led him to the helipad so he could escape with a full audience as witnesses.

"Get to the boats!" Grem ordered. Wasting no time in boarding Tony Trihull, he shrugged into a protective helmet that would shield his vulnerable window glass from the concussion of the ship's artillery. He had never imagined he would have been called upon to use so many disciplines of his combat training at once, but the Professor had insisted this day would come.

"He's miles from shore," the warship noted as the cars back on the dock fussed with the pulleys that would lower him to the ocean. "Burning fuel at that rate, he'll never make it. I would suggest just letting him tire himself out and then scooping him up, but..." As his voice trailed off, he exchanged grins with the hatchback, who had scrambled into position on the gunning platform just behind his cab.

"It wouldn't be like either of us to do it that way," finished Grem for him, but his laugh was cut short when one of the welders motioned to him. The frantic motions of his tires suggested, unmistakably, that he was going to simply drop the ship instead of lowering it slowly, and Grem dared not protest in case Zundapp had made his way to the helipad and would witness his cowardice. Vaguely aware that Acer was making the same freefall aboard Trihull's partner, the Gremlin tried hard to choke down his fear and make the plunge as coolly and calmly as McMissile had, but his breath caught in the rush of air and he clung tight to the platform with his treads, certain he had leaked some oil from sheer terror.

Then, it was over, and he was drenched with a wave of spray that threatened to wash him over the deck and pull him into the sea. Spitting out a mouthful of oil from biting his tongue, the Gremlin pulled himself higher on his shocks, grateful the splashdown had washed away the leaked oil. Both ships were already pursuing their swiftly-moving target, hurling a steady stream of missiles in his direction. Clinging to the platform, Grem could see Trihull squinting with the release of each missile, expertly calculating its trajectory.

Aboard Trihull's partner, Acer watched the missiles explode ineffectively behind the spy, who was executing some impossible weaving maneuvers on his skis. In a gesture that clearly indicated he was to aid the effort, his ship swung out the gunning platform he was standing on, and Acer obliged by locking his sights on the retreating form of the spy car-turned-watercraft and opening fire. The empty shells rattled against the ship's cab, any noise they might have made drowned out by the louder gunfire.

"He's getting away!" the Pacer shouted in frustration, upset that his efforts were no more effective than the boats'.

"Not for long," Trihull corrected him, his voice full of self-assurance. It would never do to simply let the spy run out of fuel now, for in the warship's calculations, while McMissile had no chance of reaching the shore, he could well run into one of the local vessels that sometimes cut through these waters. Not much earlier that night Trihull had threatened a nosy crabbing boat who had somehow run far off course and nearly discovered the rig before Trihull had sent him away. If that same boat or one of his coworkers was still out here now and met up with McMissile, he'd have to go, too, and a commercial vessel's disappearance would not go unquestioned. His decision made to use one of his more precious weapons, Trihull opened a round hatch on his side, to the opposite of his gunning platform, and sent a torpedo rocketing straight toward the spy. _Game over,_ he thought maliciously.

"Got 'im!" he affirmed as a plume of water nearly as tall as the rig itself was forced into the air. The ships approached the burning waves and were soon greeted by the sight of a complete set of tires that had been torn from the sports car's frame.

Emitting a deep laugh, Grem called his boss using the radio built into his helmet.

"He's dead, Professor," he announced, ignoring the way Tony's eyes locked on him defiantly, irritated that his gunner would try to claim credit for the kill.

_"Wunderbar," _came the microcar's response, and Grem beamed at the recognition even if had been Trihull who had fired the fatal shot. "With Finn McMissile gone, who can stop us now?" he asked rhetorically.

_Damn near nobody, _Grem thought gleefully, watching the gunboat draw in the floating tires with his magnet. No doubt their leader would demand proof of McMissile's demise. Cruising around to the pulleys that would bring them back up to the docks, his joy was muted by the sight of four additional tires, a powerful reminder of the carnage that would greet him upon his return to the rig.

"Bring those in too," the hatchback ordered unhappily. "They belong to whatever poor sod took the big plunge."

One look at the Professor's face when the pulleys brought him to his eye level indicated that he had had time to assess the destruction wrought by the spy and that very little was still _wunderbar_ aboard the derrick. The other officers were already assembled on the deck, and their rattled and tense demeanor left Grem fearing they knew something he didn't. Behind them, workers scurried about, pushing brooms and clearing the last of the debris from the helipad. A length of yellow caution tape had been stretched across the entrance to the charred remains of the ramp, and the Gremlin felt something catch in his throat as he watched the plastic strip bucking against the strong breeze. Thrusting a tire toward the other officers, the Janus wordlessly ordered the two gunners to fall into place with them while he retreated to his personal quarters.

"He is _pissed,_ and we are so screwed," wailed Acer, who was quickly hushed by his compatriots, most of whom had evidently made the decision to bear whatever was to come stoically. His anxiety built once an announcement over the loudspeakers directed all workers to the deck, for now it was certain Zundapp was to make an example of them.

When their leader emerged again, his mouth was set in a grim line parallel to his bumper, but his eyes danced with fiery passion. Clutched in his tire was a cat o' nine tails, a slender, whip-like weapon. Grem cringed, knowing his eccentric boss had a fondness for antique maritime weaponry as well as his own sophisticated and modern designs. He had even seen him lay into some workers with a simple whip several years ago, when they had carelessly allowed several barrels of oil to spill into the sea. An anxious whine threatened to escape from the AMC's engine when his boss unfurled the whip, which tapered into multiple tails, each secured with a vicious-looking knot, and flashed a brief but threatening look at his men.

"Tonight we witnessed the consequences of failing to keep our operations an absolute secret," the Janus began icily, "though our enemies have no doubt remaining as to the effectiveness of our security. Two of their number are now dead, one of them sinking to the ocean floor in miniscule pieces this very moment and the other compacted smaller than an engine block and bound for the shore with our other scrap metal. The question is, how were not one, but _two_ agents allowed to sneak aboard and evade detection?" His eyes bore through his guilty officers, locking on those he blamed most.

"Those who were on patrol at the time of this invasion will now come forward," the microcar ordered, and Grem, Acer and Melvin reluctantly pulled closer. Noticing Levi among the crowd that had gathered, Acer mouthed a silent _no,_ willing him not to come forward and share their fate. The blue Pacer nodded obediently and cowered with the other workers.

"To answer my own question, it has been discovered that the enemy possesses the technology to create holographic disguises," he announced, "costumes that cloak a car's true form and enable him to look just like one of us. Thus we cannot even venture a guess as to how long Leland Turbo and Finn McMissile were among us and what they learned. The only saving grace is that they were apprehended before they could report their findings back to their headquarters."

"But one question begets another," he continued, his voice seething with contempt, "and could there be _more_ impostors within our ranks? I intend to find out definitively." He paused next to Melvin, shaking the whip lazily and watching the tails dance. If the Gremlin was fearful, he was doing a fantastic job of containing himself.

"Holographic disguises are easily defeated with the simple application of _blunt force,"_ Zundapp revealed, swiftly cracking the tails over the officer's hood with no prior warning. The others winced sympathetically, but Melvin stood his ground, not even registering any sign of defeat or shame. He exhaled sharply through his grille, his steely brown eyes looking straight ahead. Grem had to envy his cool demeanor, for the guy refused to give their boss the satisfaction of seeing him suffer.

Following the first strike with several more, the Professor, now highly incensed, gestured to the gouges and scraped paint the weapon's tails had left across his disgraced officer's hood.

"See?" he asked for the benefit of his audience. "Nothing here but pure Gremlin, though a despicable, lazy one who would pass his duties off to a low-ranking worker. _Don't _think I wasn't aware of that." He sent Melvin back into the line with another flick of the weapon, now regarding the two remaining AMCs with a sneer. Acer pressed tightly against Grem, trembling and biting his lower lip.

"I should strip your weapons from you and throw them into the sea, but that would be a waste," Zundapp fumed, his frame shuddering from his efforts. "Dozens of our numbers perished today, and their oil is on your tires. We do not even have an official body count yet, but in permitting two spies aboard, you have personally failed the very men who work under you."

"What's this? You've been shot?" he asked, his attention suddenly falling on the bullet holes around Grem's wheel well. "That's strangely fitting. I hope those serve as a permanent reminder of your incompetence." He landed the whip among the pierced sheet metal on his flank, and the blinding pain sent the hatchback dropping to his axles, uttering a string of curses as his windshield welled up with tears. So much for keeping up a tough-guy act like Melvin.

A sudden yelp from Acer was heard as the cat of nine tails cracked against his rounded rear window, hard enough to rattle the glass, and in one awful moment the Gremlin witnessed the Pacer's face fill with rage, as though he were actually considering striking back against the Professor. The microcar stood facing the audience of Lemons, coiling up the weapon as though he was packing up his work equipment after another long day and completely unaware of what the fuming, humiliated car behind him was debating.

_"No,"_ someone interrupted Acer, and his motion forward was halted by Melvin's tire. "This is hardly the time for that."


	16. A Funny Way of Not Working

Though his physical wounds still smarted, the taunts from his fellow rig workers as Grem slunk back to his room hurt far worse. One particularly cocky Trunkov twitched a tire at him as though he was cracking a whip, and the Gremlin nearly charged at him in a rage before remembering his status was already tenuous at best and attacking one of his subordinates could be the final straw in Professor Zundapp's mind. Grem was well aware of the situation; the entire work crew had suffered a damaging blow to their collective psyche by the invasion of the spies, and the Professor had given them someone to blame, which made things slightly easier for the team to bear.

"You doin' okay?" a familiar voice called out as Grem paused near the broken section of railing on the mid-level of the rig. The gaping, hazardous section had been criss-crossed with the same yellow caution tape that blocked off the spiral ramp, forming an "X," the letter used to represent poison and death. It was Keith, he had recently learned, who had made the fatal plunge and whose tires Tony Trihull had salvaged from the clutches of the sea. His oil-stained tire tracks, leading all the way to the edge, had not yet been scrubbed away.

"Yeah, just wonderful," he replied sarcastically, and turned to face Melvin and Acer. "I guess this is it, huh? Nobody's ever gonna respect us again aboard this rig. Our name is mud, and all we worked for is shot to hell."

"You said it," agreed Melvin sympathetically, steering away from the scene of destruction and gesturing for his fellow AMCs to follow. "He really laid into us, but that wasn't entirely unexpected after that heckuva of a night. How were we to know the spies could make themselves look like Lemons?" He closed his eyes as if willing away unpleasant thoughts as they started down another ramp down to the level where their rooms were located. "I didn't think we'd see action tonight, or I never would have passed my duties over to that poor bastard Keith. May the Manufacturer rest his soul."

"The Professor probably would have made him an officer sooner or later," Acer said, his voice mournful. "He's got a few others in training, like Levi. They're like kid brothers every time you go out on patrol, begging you to let them pal around with ya." Still, he thought, weren't kid brothers someone you were supposed to protect at all costs? Guilt over having failed to keep their younger charge safe was welling up in his already tortured mind.

Grem shook his cab in exhaustion. "Maybe they won't look up to us so much after this, who knows? Anyway, I'm beat, pun intended. I just want to crash next to Gwen and sleep for about a-" He paused with his tire hovering over the switch that would open the door to what he already knew would be his empty room, no longer able to ignore the growing dread that had plagued him since the reprimands from his boss. If Gwen had been in the crowd gathered on the helipad, he would have hardly expected her to cry out in protest of their mistreatment and put herself at risk, but she should have caught up with him by now to offer her support. Allowing his wheel to drop to the ground near the switch, he looked questioningly at Melvin.

"You haven't seen her around, have you?" The look Grem gave his close friend was one of pure pleading before he impulsively punched the door with a tire. _"Damn her," _he growled as his axle registered the painful strike. "She was never one to miss the action. I _knew_ she didn't stay behind, she just had to be on that ramp." He repeated himself. "She was on that ramp when..."

Melvin bowed his cab reverently, for he _had_ briefly seen their mutual partner amidst the crush of cars called from all sectors of the rig to chase after McMissile, though the significance of her involvement hadn't struck him until now.

"I'm so sorry. You two were pretty close, I guess?" he inquired cautiously, for every time he had asked before, Grem had steadfastly denied having developed any emotional bond with the Pacer even if it had been obvious they'd had a physical relationship. Gwen had hardly committed exclusively to him, and on one of her return visits to Melvin she had complained about the confusing behavior of the one officer she'd been with who couldn't get it through his cab that forming a lifelong bond and settling down was not among her plans at the present time.

_He's mentioned someday leaving these derricks behind and getting "a nice place somewhere," just him and me,_ she'd told him incredulously just before a tryst. _Doesn't he get it that you don't just _quit_ working for Professor Zundapp?_

Observing that Grem refused to answer, Melvin indulged in a moment's reflection, mourning Gwen's loss.

"Aw, Grem, I already miss her too," sighed Acer, his voice breaking.

"You loved her, didn't you?" Melvin cut in, and Grem's only response was to punch the unyielding door again.

"How should I know? She wouldn't let me," he answered sullenly, indicating the discussion was over.

* * *

"Wait by the door," Lubomir ordered sharply, watching with irritation as one Gremlin forcefully shoved another, who was protesting fiercely, into his clinic. Recognizing his patient but failing to see any frame damage that was immediately threatening, he made some sinister gestures with his tire once Melvin had departed and they were alone.

"If your condition isn't urgent, and a few bullet piercings are absolutely not, you'd best be prepared to wait," he repeated his earlier warning, replacing a protective shield over his mouth. Grem flinched when he saw the cotton mask was spattered with oil. "Or you can help. You're sober this time."

Something was horrifically wrong. There should have been dozens of wounded cars in triage, all suffering from varying degrees of damage from whatever had happened on the doomed ramp, but a lone Hugo shivered on the lift and before Grem knew it, he had scrubbed his tires and donned a shield over his grille, suddenly oblivious to his own problems.

"He was just brought in," Lubomir explained, administering a syringe of sedatives that almost immediately put the patient in a twilight haze, his eyes drifting sleepily upward while his lids drooped. "The sole survivor, it would seem." Pushing forward a lever that set the lift in motion, he frowned at the fluids that had seeped out beneath the vehicle and removed a tray of clamps from the autoclave unit, shoving them at his bewildered assistant. "You will pass these to me as I need them. We must not let his engine run dry."

"Isn't there anyone else better suited for this?" Grem protested, already passing the correct clamps in metric sizes to the Trunkov doctor as he cried out his demands. "I'm a tech nerd, not a medical assistant. Don't blame me when I screw up - I seem to be good at doing that lately." The medic simply fixed him with a withering look that forced him to clam up, and they embarked on a feverish session of clamping and replacing various lines beneath their patient in a race to staunch the flow of comingled engine fluids. Grem was still carefully measuring and slicing a fuel line in case it would be needed when Lubomir stood back, wiping his brow with a shop rag and then lowering the lift back to eye-level.

"I think we've done the job. Would the Professor have only seen fit to hire a qualified assistant, your involvement would not have been necessary, but I do not imagine he ever dreamed the day would come when I might tend to more than one patient at a time." He regarded the Gremlin curiously, suspecting he may have wrongly dismissed him as yet another pugnacious drunkard after his first visit to the clinic. This one actually had his wits about him, and Grem had either witnessed far more gruesome scenes than this one or he truly had a tank of steel, as he had not shown any signs of squeamishness during the marathon repair session, only a lack of confidence in his ability to be of any use.

Lubomir had been among the large crowd gathered on deck to observe the loading of the crates, and he had watched Grem reveal the defeated spy's crushed remains, taking note of the fact that neither he nor Acer claimed the kill as his own. It had been obvious the Professor had a specific role in mind for these two, though Zundapp had always kept his plans to himself. He suspected those plans involved the mysterious camera his boss had examined with such a cautious eye before sending it on its journey to places unknown.

Yet more troubling had been, over the preceeding months, those discussions with the Professor - interrogations, really - about the physical effects of electromagnetic radiation on a car's engine, complete with specific threats if he were to reveal he'd heard anything. The medic had initially guessed that Zundapp was developing a new weapon and was concerned about radiation leaks harming the cars operating it, but as their secretive talks progressed, it had become obvious that the microcar's curiosity actually rested on how much radiation it would take to intentionally injure a car.

The Trunkov had half-expected at least one drugged, slightly-irradiated car to be brought in for repair during the testing phase, but it appeared even the Professor had moral lines he would not cross, leaving him unwilling to experiment with the weapon on one of his own workers. Confident he had at last figured it out, Lubomir had concluded that the camera body was merely an elaborate and expensive disguise for the radiation emitter, a shell that could be easily discarded once the "camera" had been smuggled past the eyes of authority to where it was needed.

A faint voice from the Hugo on the lift interrupted his musings.

"Did you save...other cars?" he gasped as the anesthetic released its hold on his consciousness. The patient wriggled his tires, relieved to find himself capable of motion again. His last memory had been of landing on his side, unable to move out of an oily puddle that he had recognized as his own engine fluids before he'd blacked out, flames crackling perilously close to his resting place.

The Trunkov shook his cab with regret, and his Gremlin assistant busied himself aimlessly rearranging the clamps on a tray.

"I fear they were never mine to save. I was brought but one patient, and the time has run out to expect any more injured survivors to straggle in." He grimly cast his eyes Grem's way, speaking only for his benefit. "I cannot stay long, as my services will be needed at the makeshift morgue by the ramp."

The Gremlin cringed for the first time, imagining that the horror the Trunkov would have to encounter while examining the dead would be far more disturbing than tending to a nearly-totaled car. Now that their patient had been revived, he felt awkwardly like a spare wheel, and noticing his need for something to do, Lubomir handed him a bin of shop rags and solvent, gesturing to their patient. The orange hatchback lost no time in wiping away the oily stains that covered the smaller car's sides.

"I was one of the first on the ramp after the spy," offered the Hugo, giving a jerk as Grem worked but rewarding him with an appreciative if weak nod. "Finn McMissile set loose some oil barrels, and we laughed off his attempt to deter us, easily dodging them." He closed his bruised eyelids, steeling himself for the rest. "The laughter stopped when the barrels began exploding. It was a tremendous noise beginning far below us, chasing us up the ramp and sending cars flying everywhere. I was thrown clear, landing on a platform meant for the barrels, and that's all I remember."

"Miniature bombs," Lubomir noted. "The Professor has spoken of McMissile and his known weaponry before. The devices are quite treacherous, attaching almost silently by magnetic force to their intended target. They detonate before they're even noticed." He watched Grem give a final swipe over the patient's rusted flanks before bringing the lift level with the floor. "You need to rest now, but I'll send out word of your recovery." He dismissed the Hugo with a wave of a tire, ushering him to a dark bunk room down the hall at the back of his clinic, and watched his salvaged patient amble along fairly well considering the extent of his damage.

"I am certain news of his recovery will fall on deaf ears," the medic sighed once they were alone again. "In the grand scheme of things, the survival or demise of a single worker will not matter to Zundapp."

"You said it," sighed Grem morosely, using the last of the solvent to sanitize the lift. "Even officers don't count for much. I guess you missed the humiliation he put us through if you were down here working."

"I heard of it," Lubomir said, his voice guarded. "Sounds as though you really incurred his wrath." Stirring up a mixture of body filler, he ordered Grem onto the lift and began pasting over the jagged entry wounds from the gunfight. The Gremlin didn't even swivel a mirror to see what he was doing, nor did he offer any of his usual coy witticisms. Their forced, tense teamwork lent an unreal air to an already surreal situation.

"Of course, _I'm _indispensable," the AMC muttered sarcastically. "So much so that Zundapp planted a capsule in my valve stem that will end it all if I get captured. It would all be for the greater good of this operation, I guess."

This revelation prompted an abrupt change in the Trunkov, and Grem snarled seconds later when his gas hatch was flipped open.

"I thought you didn't need anesthetic?" he demanded.

"The damage has the potential to be greater than I thought," came the medic's flat answer. While waiting for the hatchback to black out, Lubomir studied his clinic in dismay, questioning not for the first time why he remained with this outfit. Professor Zundapp had invested much in his lieutenants and workers, and yet he found it a legitimate solution to have those very cars end their lives in the event they were captured. If several dozen cars dying in the ramp explosion struck someone in the medical field as offensive, knowing that an officer was under orders to take himself out was even more so. These were the same cars he would face punishment for not saving if they were brought to his clinic injured!

His decision made, the Trunkov did for the first time something that could have had him thrown overboard.

* * *

"Hey, not bad," Grem said later, appraising the repairs to his wheel well. The bullet holes had been expertly patched over with almost exquisite care and the body filler sanded down flush with his frame. He had fully been expecting to see a misshapen, dried mess considering the Trunkov's usual devil-may-care attitude, but Lubomir had most surprisingly of all even touched up the site with paint that reasonably matched his burnt orange. All Grem's previous repairs, starting with the replacement door he'd needed after that brutal fight in high school, had been patch jobs at best, cheap and just "good enough" to get by, appearances be damned.

His jaw tightened, as he was unsure how to thank the medic. Sensing his apprehension, Lubomir spoke first, his voice coolly mysterious.

"Grem? It's a repair and nothing more. It needs to last - you've got a lot of hard, punishing work ahead of you. Just whatever you do, don't get caught. Sometimes those capsules have a funny way of not working."


	17. Chapter 17

Not long after, a lonely weekend night saw the disgraced lieutenants parked around the table in their break room. None of them was even sure why the lounge existed, as it seemed comically domestic to have a place set aside on the rig for cups of octane and reviews of one's performance record with a manager. Regardless, it was there, equipped with an octane brew machine, the battle-scarred formica table and a row of ancient vending machines in varying states of disrepair, and despite the room's supposed purpose, it had devolved into a sort of after-hours club for the officers.

Grem removed a mug from one of the cabinets, gave it a precursory examination and determined it was nominally clean enough to use, then filled it to the stained brim with something from a bottle Citron had smuggled from his bunk room. While not very classy drinking vessels, the mugs provided a better disguise for their true contents than actual glasses would lest their boss ever burst in on them, which admittedly was not likely. Raising it to his lips, Grem tasted it with reluctant pleasure, finding the berry-infused liquor impressively potent.

"Good stuff, no?" the Trunkov asked jovially, watching with a little malice as the hatchback's windshield watered from the burning aftertaste.

"I've tasted stuff that was mixed up in an old washtub that was better than this." The Gremlin envied Citron's ability to put the events of the past days behind him, unless his good-time persona was all for show. Moodily, he turned his ceramic mug with his treads, studying the tire shop logo emblazoned on it. He recognized the advertiser as a chain with several locations across the Midwest, though he found it strange that weird oddities like a cheap promotional mug somebody brought from home could still remind him of his own roots after he had worked hard to distance himself from those memories.

"Snap out of it, wouldya?" Fred pleaded. "Look, that hit us all hard, but we've gotta get back up and keep on truckin', as they say. The Professor keeps reminding us we're going to see action soon when this World Grand Prix starts. You'll get to use your, uh, non-lethal death ray or whatever it is that he built for you." Seeing his words had no effect on his fellow AMC, he instead reached across the table for the remote.

"You're right, let's just shut up and watch TV in bitter silence," he complained, switching on a late-night talk show. Grem hadn't seen much television on the rig, mostly because it was yet another connection to the world he had willingly left behind so many years ago. On the occasions he did tune in to the satellite feed, the news reports and commercials for foreign technology that hadn't existed in the Kenosha he knew proved the world had continued its advance quite well in his absence. Some of his home-brew projects in his earlier years had been cutting edge, but it would take no small effort now to catch up on current trends in machinery. He had only been back on shore for that one brief recruiting visit, but he was certain he preferred the oil rig and its dated but familiar technology.

"The Mel Dorado show? That's still on the air?" Grem asked, taking sudden notice of the wall-mounted set. His interest piqued, he felt another wistful longing for home that he hadn't expected as the parade of multicolored logos flashed across the screen, signaling the intro to the program. Mel had not changed the set of his long-running show much over the years, and the Gremlin's mind was taken back to the many times he had stayed up late to watch it back in Kenosha.

"You're familiar with this program?" Petrov inquired, uncertain whether it had ever been syndicated in his homeland, and Acer interjected before Grem could answer.

"Quite so. The Mel Dorado show was standard fare for Saturday nights with no dates, so between Grem and me, I doubt we missed an episode." He smirked at the sight of the show's host, who had, perhaps intentionally, marred his otherwise elegant appearance with a chunky, squarish set of black plastic eyeglasses that did not at all match his gleaming golden paint job and stately Cadillac frame. Yet his trademark eyewear gave him even more of an intellectual look, and Acer held a lot of respect for the talk show host. While Mel allowed his interviewees to engage in the usual trash talk that dominated programs like his, he had a clever way of holding back that sometimes let particularly obnoxious guests dig their own graves. His loyal viewers could count on him to grill his interviewees with tough questions that left them squirming, and the Cadillac's expose pieces were always insightful. Mel had won the AMCs over with one of his earliest undercover investigations into the difficulties that faced lemon models like their own, right down to being overcharged for badly-needed repairs.

Tonight's program was, not surprisingly, a promotional piece for the World Grand Prix that had the entire globe so excited. Next to Acer, Grem scowled at the archival footage while a voice-over by the show's host fawned over the stunning achievements of the race's creator, Sir Miles Axlerod of Great Britain.

"Get a load of him," the hatchback hissed. "Entitled rich guy pushing his wonder-fuel - which the Mystery Engine confirmed he didn't even _make, _he just took the credit for it - and he plans a spectacle like this to show it off. No wonder the Professor wants to sabotage this race." Everyone watched in seething silence as the SUV, having flown over from his native London to appear on the show, ruthlessly belittled gasoline and the cars who were still using it.

"Bet Mister Electric here never thought of the cars he'd be putting out of business when folks actually switch to his crappy fuel," Acer snarled, hating the sight of the former oil baron's never-ending grin and swagger. "You know, folks like us." He lowered his mug to the table with such force it nearly chipped.

Taking the ethanol bottle back from Fred, Grem refilled his mug and then Melvin's, the latter without asking. To their dismay, the next guest, one of the racers who had signed on early to take part in the event, made Axlerod look humble in comparison. His vision swimming from the rapid ethanol intake while the Formula One racer bragged of his finesse on the tracks, Grem positively glowered at the screen, picturing Francesco Bernoulli with a smoking engine after a hit from the camera.

"Didja catch that? He mentioned McQueen," Acer observed. "You know, the guy whose trailer we-"

"-The guy who wrecked my life. Yeah, I didn't exactly forget him," Grem cut him off, his voice spiked with irritation. He tried not to think often about his brief run-in with the racer back in McQueen's rookie days, but far from being the one-hit wonder the Gremlin had expected, Lightning was being praised tonight as a four-time Piston Cup champion, proving his career in the interim had been stellar. Life truly wasn't fair.

Petrov chuckled darkly as the Formula One car onscreen grew increasingly agitated that a competitor would even be mentioned in the midst of his interview. Glancing at Grem, he saw the AMC was watching with his upper lip curled back in disgust, his mismatched teeth grit tightly together. The Trunkov's attention soon entirely on the Gremlin's comical reactions, he nudged Citron, who shared his scrutiny of the car. The televised argument escalated when McQueen himself called in, verbally sparring with the Italian racer and then, in the heat of passion, committing himself to the event. Grem had been raising his mug to his lips frequently during the interview, as if only strong liquor could ease the pain of hearing from McQueen again, but when the racer announced his entry to the race, he promptly choked on his drink. Fred was quick to thump him on the hatch, rattling his rear window against its dry-rotted gasket. The gesture was done far more out of annoyance than true concern, for Fred had found himself increasingly irritated by Grem's moodiness and was happy to find an excuse to smack him in reprimand. Expecting a challenge, he was disappointed when the oblivious Gremlin merely recovered from his choke and muttered something unintelligible that he assumed was a word of gratitude.

"How's that for ironic? McQueen's going to be in this one after all!" Acer cried out with enthusiasm, snapping their attention back to the television set. "That Francesco guy just goaded him into joining the race!" He nudged his friend, who jolted at the unexpected touch. "So now you might get to dish out a little revenge on him after all, Grem," he added in a low voice, for the Gremlin strongly preferred the other officers didn't know about his past history with McQueen.

* * *

"You ready or you need more time to pack?" Melvin asked jestfully several days later, looking past Grem into the empty bunk room. His fellow AMC grinned back at him, for they were bringing nothing along just as Zundapp had instructed, but his demeanor turned serious when he turned his attention to the room once more. The flight from Kenosha years before had been so sudden that they'd had no time to bring anything from home, and on the rig everything was treated as communal property so they'd accumulated few material possessions. Acer had been careful to give away the remaining contents of the liquor cabinet lest anyone else use the bunk room in their absence, and even the few tapes they'd kept scattered on a shelf under their VCR had been brought back to the break room for others to borrow.

"Just one last look," Grem said aloud, speaking mostly to himself. "I can't shake the feeling I'm somehow seeing it for the last time." Turning to see Acer coming their way, he caught a puzzled look on Melvin's face.

"The last time in a while, you mean? The Professor's told us we'll be away a few weeks for the World Grand Prix mission, but then we'll be back here living the good life again. We'll get to see Tokyo! And Porto Corsa, and London. It's the Lemon Oil Effort's Tri-City Tour." He cracked a wry smile, though he was inwardly curious about the Gremlin's hesitation to close the door on his room. "Are you nervous about leaving the rig?"

"Not really." Grem shook his cab. He didn't discuss the matter until after they'd made their way through the levels of the rig and onto Tony Trihull's deck, receiving a few call-outs along the way wishing them luck. Then he gazed back at the helipad, squinting in the sun, and made a rare attempt to initiate a conversation.

"This may sound pathetic, but seeing the Mel Dorado show last week made me think of my folks," he stammered. "They always watched it and they were probably tuned in Saturday right when we were. When I left home six years ago I told myself it was better they stop hearing from me since I'd never done anything to make them proud, anyway, but lately I've been thinking of home. It's summer now, and right about now my dad and I would roll out the vinyl awning over the patio and bring out the lawn furniture. Guess he's hired some kid from the neighborhood to help him do stuff like that the last few years. Some days I feel like I oughtta be back in Kenosha, maybe not fitting in much but at least helping him put out that awning and calling to see if they need anything from the store while I'm heading there. Stuff like that."

"I've felt that way myself sometime," Melvin said thoughtfully, "but look at it this way, if you were back at home now, that's all you'd be doing, helping your old man move furniture. He's a Lemon, isn't he? He's been cast aside his whole life just like the rest of us. You go through with this like I know you're gonna, and you'll be helping him out far more. Like the Mystery Engine said, all of Lemonkind is going to finally earn the respect we deserve and that'll make his life better."

"Can't argue with that," Grem admitted. His gaze fixed on Acer overseeing a long line of Lemons crossing the gangplank to the deck, he could appreciate how much his best friend had grown in confidence aboard the rig, even despite the recent setbacks. Clearly the green hatchback was not the same wide-eyed car he'd brought aboard with him six years ago; he had not only flourished among his own kind but was now holding his own as an efficient officer who had been assigned to lead others.

In addition to the entire contingent of officers making the journey to Japan for the first segment of the race, Professor Zundapp had ordered several dozen ordinary workers to join them, though he had not yet debriefed the men on their role in the mission. Acer was honored to have been placed in command alongside Citron and Fred over the ragtag, all-AMC "army," and even happier to learn Levi Pacer had been among those chosen. Everyone else would remain on the derricks, and Grem had one last view of the crowd who had gathered on deck to see them off before Trihull was lowered to the waves below. He didn't want to tear his eyes from the group, hearing cries of good luck from the same cars who had occasionally teased him and frequently gotten on his nerves. The Gremlin spotted several of his sparring partners, along with Lubomir, parked protectively alongside Gus, the Hugo he had helped salvage.

"Make us proud!" someone shouted, and Grem silently vowed he would do just that. For all Lemonkind was counting on him, and these cars had become the only family he had left.


	18. Chapter 18

_Author's Note: The end of this chapter carries a strong trigger warning for physical bullying and violence._

"Take it from me," Grem assured Melvin as they lurked at the fringe of the World Grand Prix gala, observing but not participating. Celebrities from around the world, all of them polished to a glow, were enjoying themselves in the cavernous, multi-level interior of the Tokyo Arts Center, leaving the Lemons feeling more insignificant than ever.

"I'm a well-seasoned wallflower," the AMC continued, offering unsolicited guidance to his friend. "When faced with a situation like this, just park with your bumper against the nearest wall, keep a strong drink by your tire and an eye on the crowd." Taking his own advice, he backed up in retreat, shying away from the threat of social interaction. Melvin regarded him with sympathy, for Grem's way of dealing with the glitz of the party seemed all too practiced and it was not difficult to imagine him as a teenager cowering on the sidelines at every school dance, afraid to engage himself. If he remembered correctly, Grem had once told him he had attended his senior prom only because, as an audio-visual enthusiast, his services had been requested to photograph the young couples.

"Yeah, and keep the other eye on the snack bar, because that's the only thing worth coming for," added Acer, eying the fancy layout enviously, for the Professor had forbidden them to lay a tread on the food. "The chances of anyone actually approaching you to talk are nearly...Mel?" The space between them was empty. Scanning the crowd, he soon spotted his friend engaging in what actually appeared to be an unforced, lively conversation with a gleaming red Jaguar. _This_ was unlike the Melvin they knew, who by his own claims was as inept as the rest of them.

"It appears we have a blossoming social butterfly among our ranks," observed Professor Zundapp flatly. "A rarity among Lemons, to be certain." He had surprised the trio by announcing that they would attend the pre-race party undisguised, and Grem had cautiously tried to advise him against putting in an appearance, reminding him judiciously of his myriad arrest warrants on multiple continents. However, the Janus possessed an uncanny ability to go about his business undetected, with most party guests either ignoring him entirely or passing him in a hurry on their way to the food counters with little more than a superior sneer. Grem and Acer had been treated no differently.

"What do you think he's doing?" Acer asked, awestruck at Melvin's social prowess. Overhead, multicolored spotlights turned lazily, projecting the ribbed leaf designs that made up the Allinol logo onto the partygoers. When a purple leaf overlaid the Pacer, he startled at his moment in the spotlight and peered in confusion at the glare on his hood.

"Getting phone numbers, I dunno." Grem smirked at his best friend's predicament before returning his attention to Melvin's suspicious mingling. "Want me to keep him under watch?" he asked the Professor, pointing a tire at the AMC, who had moved on to another guest, looking for all the world like the life of the party. Secretly, Grem was somewhat relieved that it had been Melvin who had done something to displease their boss this time. While he admired the other Gremlin's ambition, he also feared it would someday overshadow his own and he would be replaced as the Professor's closest assistant.

"By all means. I don't think Melvin is who you think he is," came the Janus's cold and cryptic answer.

* * *

Standing in the shadows beneath a ramp, Grem's eyes narrowed until he could see nothing but Melvin and his latest flirtation, this time a flashy Datsun sports car who was clearly being won over. His curiosity growing, the hatchback stayed absolutely still lest his creaking shocks give his hiding place away.

"So then I said to the bouncer, 'I may be a Lemon, but you're a real peach,' and wouldn't you know it, she let me in!" the bronze Gremlin recalled, provoking a ripple of laughter from his partner.

"I don't blame her. Say, do you have a twin?" The Datsun shrugged her fenders. "If not, there's a car who could pass as him, over there watching us. He seems a little shy." Hearing this, Melvin swiveled a mirror to catch sight of Grem, whose yearning expression suggested he wanted nothing more than to tag along as he made his rounds along the party. Considering Melvin's plans for the night, that would never do, and he initiated his back-up plan to ditch the other car.

"Oh, hey, Grem!" he called out, excusing himself from his latest acquaintance. The hatchback looked shocked that he'd been detected, and Melvin swiftly led him toward an area before the grand stage, pretending not to hear the impatient questions being shouted at him over the loud music. He shoved a placard that he'd picked up earlier, as well as a free promotional notepad and pen, in Grem's direction.

"It's a press pass," he explained, gesturing for his fellow hatchback to affix it to his side door. "The Professor said that if you're to be our cameraman, you need to play the part and attend the media event here. Miles Axlerod will be introducing all of the racecars, so just take notes and look convincing." He hurried away before the confused AMC could even reply, relieved that his lie would buy him more time to explore the building in search of the car he needed to contact tonight. Zundapp would doubtlessly be infuriated when the ruse was uncovered, but Melvin would not have to answer for his duplicity any more than he would for his sudden ability to charm the partygoers. His time with the Lemons had nearly come to an end, and tonight he would not be returning to his bunk in the dockside warehouse where they had been housed since coming ashore.

* * *

Grem found a place among the reporters and photographers, promptly jostling a sedan who graciously moved aside for him. She bore a logo for an American cable news channel on her side doors, though most of the other press vehicles hailed from less familiar corners of the world. This crowd was not as glamorous as the celebrities they followed, but everyone was still in good repair. A few car lengths away stood Mel Dorado himself, patiently waiting with the others in hopes of landing interviews after the conference. The crowd pulled in close to the stage, which had been set up on a bridge spanning a shallow pool, and a female voice belonging to some unseen car introduced Sir Miles Axlerod. The flamboyant event promoter rolled forward, expertly timing his pace to allow a decorative waterfall in his path to sink dramatically back into the floor.

"I've got to give you credit for making a go of it with just a notepad," the sedan he'd bumped earlier said, busily tapping notes into a flat-screened device Grem assumed must have been one of the tablet computers that had come into use during his long withdrawl from society. "You must use short-tire." Her tone bore no hint of mockery, only a straightforward acceptance, and the Gremlin found himself at the verge of a world he had waited his whole life to enter. Here he was, actually doing something he had trained for in school, and had he been a real cameraman, this press event might well have been the apex of his career. He felt a pang of regret that he was only playing the part, but stoically reminded himself that his role in the Allinol takedown was far more critical.

"Er, yeah, I took a course on it in college," Grem answered, truthfully for once, before delving back into lies. "I had a tough time getting here," he lamented, injecting a hint of weariness in his voice. "My camera and all my other equipment were held up in port." Onstage, the first of the competitors was offering his thoughts on the next evening's race, resulting in a flurry of treads against the touchscreens being clutched by the press cars. The AMC scrawled more notes on his paper, trying to look authentic.

"Aw, tough break," the sedan sighed. "I'll tell you what, though. If your station needs footage from tonight, give us a ring. We can work out a deal to syndicate it."

"Thanks, I'll, uh, keep that in mind," the Gremlin said, looking down at his notepad to avoid her gaze. Below the World Grand Prix logo on the pad, he had taken careful notes in the symbols that made up short-tire, as though they would actually be of use later.

"Hey, I've looked all over for you!" came Acer's indignant cry as he pulled up behind the crowd, regarding the media gathering with disdain. Lowering his voice once everyone turned to glare at his disruption, he added, "I know you like playing you're a real news guy, but this is nuts. The Professor is anxious you've been gone so long."

"He didn't send me here?" Grem asked in confusion, and the Pacer shook his cab, causing the Gremlin to stomp a tire to the ground in frustration over having been duped. His newfound enthusiasm for the press conference forgotten in his fury, he backed away, threw down the press pass and lost no time rushing back to Professor Zundapp, who remained on the balcony overlooking the party.

"What did you observe?" the microcar asked, not even addressing his officers' tardiness.

"I tell ya, Melvin is acting beyond weird tonight," Acer told the Janus before cracking his characteristic grin, "but he's not so suave as we thought. I snuck up on him, and you wanna know the pick-up line he used on some girl? It was something about radiators. _Radiators._ How sad is that? She had no clue what he was going on about." The Pacer's teeth revealed traces of at least half a dozen foodstuffs he had hastily eaten on the sly during his mission to find Grem, and his breath radiated wasabi, but in light of his revelation, Zundapp chose to overlook his disobedience entirely.

"Not to mention, he ditched me by...speak of the devil," Grem hissed through gritted teeth as the doors of a nearby elevator opened and Melvin himself sidled up between them, voicing a casual greeting as though they should have suspected nothing.

"Just checking in, hmm?" demanded Professor Zundapp, glaring through the glass of his monocle at the officer who had shown such aspiration during his short time aboard the oil rig. "I do hope the entertainment has been to your liking." His insinuation produced the stifled, but unmistakable, flicker of uncertainty in the Gremlin's eyes, and the microcar turned sharply away from the hatchback.

Moments later, a prolonged scream tore through the hushed crowd below, and the AMCs craned their cabs over the edge of the balcony to spot its source.

_"Nein._ You should be watching him," corrected their boss, jabbing a tire at the elevator, the doors of which were closing in front of Melvin's hatch. "He took advantage of whatever insignificant distraction occurred down there to slip away again. Follow him." He lamented the fact that he was sending off his lieutenants without any method of communication during their pursuit, but the headphones his organization used for such purposes were designed for outdoor events and would have been conspicuous if worn tonight.

* * *

Coasting down the spiraling ramp to the main floor instead of taking the sluggish elevator, the Lemons were reminded unpleasantly of the ruined structure back on the derricks, but there was no time to focus on anything but Melvin, who was working hard to evade them.

"He went in there!" Acer cried, and Grem pulled up sharply beside him, pausing just before the entryway to the restroom. The Pacer saw a look of dread clouding his friend's otherwise determined expression. Ever since a vicious high school fight in which he had been jumped and badly beaten in a lavatory, the Gremlin had avoided entering public washrooms solo whenever possible, only making an exception for those aboard the oil rigs that were solely frequented by cars like himself. The brawl had changed Grem's life dramatically, and not for the better.

The orange hatchback willed his tires to turn, but it was as though his treads were rooted to the floor and his mind was already revisiting that day.

_Flicking the last of the water from his wheels, he took advantage of the restroom's vacancy to examine himself in the mirror above the sink. Green eyes peered back at him from behind fashionably small and tinted lenses. He had taken to wearing the wire-framed glasses and a slouchy brimmed cap like one of the famous movie directors he tried to emulate, finding that the accessories gave him a quirky yet intelligent look._

_Gasping, he whirled around as two high-powered sports cars closed in on him. They had seemingly materialized out of nowhere, for the AMC had mistakenly thought he was safe to duck out of an audio-visual club meeting to use the lavatory without considering that they might have stuck around after school to confront him. He had regrettably incurred their wrath by sticking up for Acer, who had somehow become their latest target._

_"Hey nerd," taunted the burly GTO, who had also spearheaded the effort to torment the Pacer. To his ire, the scrappy little hatchback shrugged his fenders in response._

_"Sticks and rocks may break my shocks, but names will never hurt me. Now scram, 'cause I've got an A/V club meeting to-" Grem choked back a cry of fear as the GTO seized his bumper, dragging him forward. The Magnum pulled open the door to the nearest stall, his glare so menacing few words were needed._

_"Guys, no!" He braked and his tires fumbled against the walls in an effort to slow down their progress, but his horsepower, which didn't quite reach the hundred-mark, paled in comparison to his attackers'. His glasses went skittering across the gray tiles of the floor when they lifted his chassis toward the commode, and in one awful moment he was plunged downward, his mouth striking the porcelain bowl before his grille submerged in the fetid water. Coughing and choking by the time they released him, the Gremlin reversed out of the stall, spitting out a nasty mixture of water and oil, his tongue whisking over his teeth to confirm he was missing a few._

_"Learned your lesson?" asked the GTO, seconds before the clunker recovered from his dry heaving and collided with his front end, knocking him sidelong into the stall. The battered door groaned off its hinges and crashed onto the sports car's cab, leaving a hideous dent before it clattered to the floor. When the Magnum stopped gaping to throw himself at Grem, he was assisted by the injured GTO, both of them catching up the compact car in a deafening t-bone collision, caving in his door. Grem picked himself up off the floor woozily, his rage overriding even the intense pain, and sent the Magnum sliding directly against the commode. Water erupted all over the floor beneath their tires._

_It didn't take him long to see that although he had won the fight, he had lost. The GTO he had wounded had been scheduled to defend their school's title in that Friday's homecoming game, so few among the student population were sad to see Grem transferred to an alternative high school. He remained there almost until graduation, and his senior year photo featured a forced, uncharacteristic closed-mouth smile to hide his broken teeth. After watching his son make a valiant effort to live with his destroyed door but suffering repeated difficulties, Grem's father put forward the money he and his wife had been saving for a long-awaited vacation to have it straightened and repainted, though the trim and color didn't quite match. Every time Grem saw it and his damaged teeth in the mirror, he was freshly reminded of how badly he had let everyone down._

* * *

"That was years ago," Grem suddenly interjected, and though he wasn't talking to anyone in particular, Acer didn't have to ask what he meant. "I'm going to make sure Mel didn't fall in. You wanna come with?"


	19. Done Faking It

Moments before, Melvin had rolled silently into the restroom, pausing just beyond the partition that blocked the view from outside. He had hardly expected his secret contact to be so elusive, and he had wasted much valuable time flirting with partygoers who had looked promising but turned out to be otherwise. His return trip to the balcony to check in with Professor Zundapp had been unplanned but necessary, as well as a confirmation of his fears that the microcar was growing suspicious. This late in the game, it was doubtlessly safer to have the contact find him instead of the other way around.

_Well, guys, it's been real,_ he thought grimly. A sweep of the room with his eyes revealed no tires on the floor beneath the stall doors, and satisfied the restroom was empty, Melvin shifted his gaze straight forward, his eyelids closing down heavily one at a time. Dropping his entire chassis low to the ground, it was as though the Gremlin had deactivated, and then a split opened down the length of his hood, like the outgrown shell of a molting insect. With a clatter of mechanical parts, his orange frame separated into thin panels, each of them folding and telescoping inward before disappearing beneath his frame. Moving forward even as the gawky roof rack finished its descent past his roof and trunk, Melvin was at last in his true form as a high-powered muscle car.

"Okay, McMissile. I'm here," the American spy radioed to his contact, feeling relieved to be associating with anyone other than Lemons. "It's time for the drop." Pulling up to a mirror, he was almost startled by the sight of his own eyes, their irises a brilliant blue that had been masked behind the tinted contact lenses that were part of his guise as one Melvin Gremlin. The agent activated his tracking beacon, and as the seconds ticked by his thoughts turned toward Grem and Acer. As much as he had tried to avoid doing so during his months aboard the rig, he had developed a true sense of camraderie with them, and instead of looking forward to the accolades he was sure to receive for bringing down the Lemon operation, he instead considered the likely fates of his two former compatriots. They had grown to trust him, and curse it if that Gremlin hadn't defended him when he'd nearly had his cover blown during sparring practice, when Citron had threatened to pop his hood.

Still, he admitted, Grem was enmeshed in this so deeply he needed rescued; he was far beyond the point of being able to extricate himself. If they could only tough it out a while, the entire operation would be shut down in a matter of days and they would be dealt with by law enforcement, and hopefully given a fair shake. It was the time in the interim that gave him pause; the Professor had already proven himself capable of inflicting harsh penalties for failure, and if left at his mercy, there was a very real chance the agent was leaving them to their doom. Sadly, this was going to be a risk he would have to take, as his tires were bound. The lives of two low-ranking criminals were outweighed by the dozens of innocent potential victims they'd expressed little concern about harming.

With the identity of the Mystery Engine still unknown at this late date, it was all but certain his spy agency would surround the World Grand Prix racers with heightened security measures during tomorrow's race but hold off on raiding the oil rig operation until the true mastermind of the plot could be taken down alongside the German microcar he had selected to do his bidding and the countless lieutenants and minions who provided cheap labor.

_It's not like you to be fashionably late, McMissile,_ the agent mused, flexing his frame now that he was free of the stifling, clunky body panels that had always left him feeling claustrophobic. A native of Detroit and widely considered the most skilled spy the United States had ever sent out into the field, the muscle car had been outfitted with his nation's best mechanically-operated disguise, though if Acer had been honest about the late Leland Turbo's sophisticated holographic overlay, the British agents might have outdone his homeland in the art of deception .

It was a stroke of good luck that McMissile was even here to meet him, for he had been powerless to reveal his true identity during the tense showdown on the helipad, although he had cracked a smile when the agent deftly made his plunge into the water far below. He had never received official confirmation that Finn McMissile had survived the torpedo strike by Tony Trihull, but the agent had since operated on the simple belief that a seasoned spy equipped with hydrofoil and submarine technology would have made full use of both transformations to ensure his escape.

A vehicle silently rolled into the mirror's reflection behind him, but instead of McMissile's sophisticated silver chassis, the car's angular frame was a familiar, garish orange. _Grem._ And flanking him, Acer. The agent's eyes narrowed and, knowing what was about to go down, he extended an automatic weapon from his hubcap.

His keen ears picking up on the sound of the gun being drawn, Acer lost no time in charging forward, his tires squealing as the agent fired off a single, poorly-aimed shot that embedded harmlessly in the tiled wall.

_You will_ not _beat down my only real friend before my eyes, you sham of a Lemon!_ Acer vowed. The Pacer crumpled into the agent's front fender with such force that both were sent spiraling, and before either could recover, Grem had come to his friend's defense, smashing the agent repeatedly and brutally against the sink in an effort to immobilize him. The Gremlin could feel his own front end bending under pressure against the sturdier car, but his rage over the betrayal and the threat to Acer drove him on, and by the time the agent was able to shake him off, he'd at least succeeded in badly bowing in his door.

Gritting his ruined teeth together in pure determination, the smaller muscle car met the other in a front-end collision, only to be shoved backward by the stronger vehicle. For one brief moment, he was a terrified seventeen-year-old kid again, waylaid in a restroom by someone far tougher than him and with nobody in sight to help. His tires scrabbling for purchase against the floor, Grem's eyes widened in a look of dread before Acer repaid his earlier favor, hammering into the agent's right front wheel well and sending him sliding against a stall door.

...Which didn't break off its hinges. Not this time. Instead, the crippled agent limped backwards, his tire dragging against his bent-in wheel well, and faced them down yet again, though his eyes betrayed the fear of defeat. Acer tore ahead, ready for the final strike, but a door slammed him in the face.

Emerging from the "premium" stall was a tow truck who must have slipped inside the restroom unnoticed during the brawl. Grem swore under his breath, for while the truck seemed genuinely confused upon stumbling into the fight and posed little threat as a witness, he was still a bystander they needed to ditch promptly if they were to finish their business with Melvin. An airbrushed logo on his door, which had been hastily applied over what must have been his standard signage advertising his towing services, identified him as a member of "Team McQueen" and thus made him even more dangerous.

"Ugh!" the truck remarked in a rustic North American accent while jabbing a tire back at the stall in emphasis. "Whatever you do, I would _not_ go in _there."_ When the door swung away from a dazed Acer, the utility truck's face lit up in enthusiastic recognition, his gaze moving from one hatchback to the other.

"Hey, a Gremlin an' a Pacer!" he exclaimed, oblivious to the fact that he had injured Acer, who was shifting his jaw from side to side in an attempt to determine if it was broken. Rattling on, he said dismissively, "no offense to yer makes an' models, but you guys break down harder'n mah cousin Betsy after she got left-"

Whatever misfortune had befallen the truck's cousin the AMCs never learned, for at that moment he yelped and put himself in reverse, taking notice of the badly wounded muscle car behind him for the first time.

"Whoa, are you okay?" he asked obliviously, and the spy gruffly assured him he was fine, his steely eyes never leaving his assailants'.

"Hey, tow truck," Grem interjected. "We'd like to get back to our private business here, if you don't mind." Concern over Acer's condition compounded his gnawing anxiety over having to figure out some way to hustle Melvin out of the gala and back to Professor Zundapp's custody. To his relief, the truck backed away obligingly, though he insisted on repeating his nonsensical warning about the high-tech restroom stall that had apparently given him trouble. The fellow was obviously out of his element and quite possibly intoxicated as well.

"Get outta here!" the duo finally yelled in impatience.

"Good riddance," snarled Grem at the retreating truck. "I always appreciate someone who points out my flaws immediately upon meeting me." He returned his ire to the brilliant blue sports car and paused. He didn't want to admit he'd been betrayed so badly; he wanted the Melvin he knew to back out of one of the stalls, cracking his own jokes about the fancy foreign technology within, but he wasn't delusional. "Guess I found out who my _real_ friend was today," he growled. "Thanks, Acer."

The Pacer murmured something in return, his jaw still aching. By assisting in the fight, he had, in a way, made up for a shortcoming decades ago. The day Grem had been beaten in the school lavatory, he had been serving after-school detention a mere classroom down the hall, and he hadn't dared to defy his teacher and investigate the melee next door. Countless times since, he had imagined how different everything might have turned out if he'd intervened before his friend had suffered the greatest blow to his self esteem.

Returning to the present, Acer pinned the spy with one tire while forcing the chamber of his hubcap-mounted gun open. "These aren't your standard oil-rig issue," he quipped as the bullets clattered onto the marble tiled floor. Kicking them down a floor grate, he nudged Melvin roughly. "Put your 'Lemon suit' back on the best you can, you fake."

The spy meekly produced a set of interlocking body panels, and while they did not fit nearly as convincingly over his battered frame as they had before his thrashing, in the end Melvin looked no more dilapidated than the two cars escorting him from the restroom. Unable to leave under his own power, he had to be assisted with support from both sides.

They had nearly made it to an exit at the side of the Arts Center when the motley trio attracted the curious attention of an SUV on his way to the restroom. The startled security guard blinked at them, his wide eyes reflected on the deep black paint of his polished hood.

"Looks like your friend met with some trouble there. Do you boys need help?" The same model as Sir Miles Axlerod himself, he no doubt answered to the fellow.

"He'll be all right," Grem reassured the guard. "He's just had a bit much to drink tonight." To the hatchback's surprise, the guard gave him a knowing nod and pointed toward the door.

"Yes, good. See that he gets some fresh air."


	20. A Born Loser

"Rough time?" boomed the familiar voice of Tony Trihull as the two AMCs wearily released their captive on the dock outside the warehouse. Resisting the urge to slump on his axles, Grem nonetheless was forced to rest and cool his overtaxed engine. It had been an exhausting trek dragging Melvin several blocks while avoiding suspicion, though they'd gathered nothing more than sympathetic glances from passersby who were reluctant to get involved.

"Aw, stow it, Trihull. You're just sore because you weren't invited," Grem gasped irritably, his words punctuated by sharp intakes of air. "This sorry piece of work wasn't _nearly_ the wonder the Professor thought he was." The gunship raised a brow curiously but knew better than to ask for details just yet, and he and his partner continued their silent vigil moored at the dock.

* * *

"What, you're not going to cast lots for them?" laughed Melvin, arrogant to the end even as he stood surrounded by lieutenants in the cavernous warehouse. He gestured to the scattered pieces of his Gremlin disguise, which had been roughly torn from his frame with a crowbar and flung to the floor, and singling out the car who had been his closest ally, he persisted in his last-ditch display of defiance. "C'mon, at least admit you're thinking of claiming that front quarter panel. It's far better than your own."

Grem studied the panel in question, ruefully admitting it was less dented and rusted, then kicked it toward Melvin. "All this was made from genuine Gremlin parts, and they've been cut apart and ruined just to make your lousy disguise," he fumed. "How did you even _get_ these?"

Melvin shrugged his fenders carelessly. "Hey, I've got my sources and they were willing to pay. Anything can be bought for the right price, and if you don't have the dough, you have to settle for...less." His eyes locked on Grem's mismatched, not-quite-straightened door.

Acer's furious gaze landed on the imposter, still unnerved at seeing anything other than the Gremlin he knew. "I dunno, guys, maybe we should yank off his muscle car body panels as well. You know these agents; he could be hiding under more than one disguise. He oughtta continue his little striptease and take it _all_ off." Before the group could decide whether to act on his suggestion and further torment the stoic spy, Professor Zundapp radioed in, offering no comment on the latest development other than giving the Pacer terse instructions to prepare a holding cell for the prisoner. Acer and the other lieutenants retreated back to their assigned sectors of the warehouse, leaving Grem momentarily alone with the defeated agent. Though he was in no place to bargain, Melvin presented him with an unexpected offer.

"I'm going to give you _one_ chance, the chance nobody has ever given you until now. You turn me over to the British agents and we'll both be brought to safety, far away from the rig and whatever punishment Zundapp will dream up for this latest fiasco. Acer, too."

"Great. Let me go tell Gwen so she can get in on this as well...oh, wait!" Grem spat back at him. "You know, that's really arrogant of you. You're the one caught and you're offering _me_ asylum? Really? Might've been nice of you to make the offer before all this went down. Besides, I wasn't born yesterday. You'd have me dead at the first opportunity."

"You want off that rig." The muscle car's piercing blue eyes looked searchingly into Grem's. "I swear by my very life, nobody will harm you." Melvin flexed his tire against the crumpled wheel well that Acer had destroyed with his punishing blow, finding it far too damaged to allow for much movement, even if he were to win the Gremlin over to his side by some miracle and persuade him to assist in his escape.

"Too bad I can't say the same thing. I'm gonna enjoy watching the Professor tear you apart, and I only hope he lets me join in," crowed Grem.

"I _knew_ you wouldn't take up the offer. You're too much of a toady. A minion. A high-ranking one, maybe, but don't kid yourself, that's all Zundapp sees you as." For once, the Gremlin had no reply at the ready, and Melvin moved in, sensing he had hit a raw nerve. "What's the matter? You look like you lost your best friend. C'mon, does it hurt that bad to realize I wasn't your pal for your own merit? You're just pissed because I made a far better Gremlin than you could ever hope to be."

Past the point of trying to make nice, the agent watched Grem's face change as he took in the accusations. As he'd expected it would be, it all proved too much for the hatchback to admit, and Grem's hurt reaction was steadily evolving into a quiet fury. When he spoke, he had not only sealed the agent's ultimate fate but his own as well.

"You made a really _shitty_ Gremlin, Redline," the AMC finally responded, revealing he had done some quick research and learned of the agent's true identity. Now it made sense. Considering his true nature, Melvin's prowess in the sparring matches no longer seemed so incredible, and neither did an entirely different type of prowess Gwen had once casually mentioned. Yet at least one mystery remained. "That night McMissile invaded the rig, you saved my life by ordering me onto the elevator! What was that, a coincidence or was I still too useful to you to kill off that soon?"

"A fortunate stroke of luck and nothing more. Don't read too much into it. If I'd have known McMissile was gonna pull that, don't you think I would've told you to stay on the ramp?"

Grem snorted. "For once I agree with you. So all the stuff we had in just common was just a bunch of lies you were feeding me? You were never ugly or poor or sidelined by breakdowns." Crossing the room, he feigned interest in a stash of outmoded technology - VCRs, monitors, and satellite equipment - that the Professor had kept around for some reason, but the crushing reality of having been fooled this long was sinking in.

"More or less," Rod Redline answered flippantly. "I wasn't about to claim I'd participated in the Allinol test trials since it seems you have an excellent memory of who was and wasn't around for those, so I made up some ailments and social failings that I chalked up to nothing other than good old lemon-hood. Nobody questioned that, though I'm sure it's easier to hide behind excuses." He moved in for the kill.

"It's been a _whole lot_ easier all these years to blame the Allinol for leaving you unreliable and decrepit, hasn't it, Grem? Not to mention paranoid, bitter, and since we're not mincing words, impotent. Yeah, I said it. No chance you were _born_ a loser, the Allinol wrecked you for life-"

The Gremlin's guttural cry cut him off, though Rod could see the absolute betrayal in his eyes before he stiffly turned his back on his former friend. Surrounded by the scattered parts that had, in essence, been his friend Melvin instead of an impostor assuming the role, Grem struggled to regain his composure.


End file.
